Joint Filing AgreementJoint Filing Agreement • December 12th, 2003 • Educational Simon LLC • Retail-catalog & mail-order houses
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the shares of Common Stock, $0.01 par value per share, of Excelligence Learning Corporation, a Delaware corporation, and further agree that this Joint Filing Agreement be included as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement.
REGISTRATION RIGHTS AGREEMENT JOINDERRegistration Rights Agreement Joinder • December 12th, 2003 • Educational Simon LLC • Retail-catalog & mail-order houses
As of the date set forth below, the undersigned, as a holder of membership interests in Educational Simon, L.L.C., a Delaware limited liability company (“Educational Simon”), is acquiring from Educational Simon 1,044,705 shares of common stock (the “Shares”) of Excelligence Learning Corporation, a Delaware corporation and successor entity to LearningStar Corp. (the “Company”), in connection with a distribution to members of Educational Simon on such date. By execution of this Registration Rights Agreement Joinder, the undersigned, as successor to Educational Simon in respect of the Shares, shall be deemed to be a party to that certain Amended and Restated Registration Rights Agreement, entered into effective as of June 30, 2001 (the “Registration Rights Agreement”), by and among the Company and the certain stockholders of the Company identified from time to time on the signature pages thereto. Pursuant to Sections 13 and 25 of the Registration Rights Agreement, the undersigned, as succ
REGISTRATION RIGHTS AGREEMENT JOINDERRegistration Rights Agreement Joinder • December 12th, 2003 • Educational Simon LLC • Retail-catalog & mail-order houses
As of the date set forth below, the undersigned, as a holder of membership interests in Educational Simon, L.L.C., a Delaware limited liability company (“Educational Simon”), is acquiring from Educational Simon 1,478,700 shares of common stock (the “Shares”) of Excelligence Learning Corporation, a Delaware corporation and successor entity to LearningStar Corp. (the “Company”), in connection with a distribution to members of Educational Simon on such date. By execution of this Registration Rights Agreement Joinder, the undersigned, as successor to Educational Simon in respect of the Shares, shall be deemed to be a party to that certain Amended and Restated Registration Rights Agreement, entered into effective as of June 30, 2001 (the “Registration Rights Agreement”), by and among the Company and the certain stockholders of the Company identified from time to time on the signature pages thereto. Pursuant to Sections 13 and 25 of the Registration Rights Agreement, the undersigned, as succ
