Registration on Form S. 8. Parent agrees to cause the shares of Parent Common Stock issuable upon exercise of the Substitute Options and all other options assumed by Parent or issued by Parent in replacement of the Company Options to be covered by a Form S-8 Registration Statement filed with the SEC within 30 days of the Effective Time. Parent further agrees to cause the shares of Parent Common Stock issuable upon exercise of the Substitute Options to be registered or exempt from the registration requirements of all applicable state securities laws, rules and regulations.
Registration on Form S. 2 or Form S-3. The Company shall use its best efforts to qualify for registration on Form S-2 and Form S-3 or any comparable or successor form or forms; and to that end the Company shall register (whether or not required by law to do so) the Common Stock under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), in accordance with the provisions of the Exchange Act following the effective date of the first registration of any securities of the Company on Form S-1 or Form S-18 or any comparable or successor form or forms. After the Company has qualified for the use of either Form S-2 or Form S-3 or both, in addition to the rights contained in the foregoing provisions of this Agreement, the Holders of not less than 20% of the then outstanding Registrable Securities, having a value of not less than $500,000, shall have unlimited rights to request from time to time registrations on Form S-2 or Form S-3 (such requests shall be in writing, shall state the number of shares of Registrable Securities to be disposed of and the intended methods of disposition of such shares by such Holder or Holders and shall be at the Company's sole expense).
Registration on Form S. 2 or S-3. In addition to the rights set forth above, if the Holder(s) holding at least 25% of the Registrable Securities request in writing that the Company file a registration statement on Form S-2 or S-3 (or any successors thereto) ("FOLLOW-ON REGISTRATIONS") for a public offering of shares of Registrable Securities the reasonably anticipated aggregate price to the public of which would exceed $1,000,000, and the Company is entitled to use Form S-2 or S-3 to register securities for such an offering, the Company shall use its best efforts to effect such registration (including, without limitation, filing post-effective amendments, appropriate qualifications under applicable blue sky or other state securities laws, and appropriate compliance with the Securities Act). The Company will promptly give written notice of the request for the proposed registration to all other Holders and include all Registrable Securities of any Holder or Holders joining in such request as are specified in a written request received by the Company within 30 days after receipt of such written notice from the Company. The written request of a Holder may specify that all or part of such Holder's Registrable Securities will be included in such registration. If the Follow-On Registration is for an underwritten offering, the provisions of Section 5(b) shall apply to such registration. Notwithstanding the foregoing, the Company shall not be required to effect more than one follow-on Registration in any 12-month period.
Registration on Form S. 1 or S-3. If, following the date that is one (1) year following a Qualified Public Offering, the Holders holding at least fifty percent (50%) of the total Registrable Securities request in writing that the Company file a registration statement on Form S-1 or S-3 (or any successor form(s) thereto) for a public offering of shares of Registrable Securities the reasonably anticipated aggregate price to the public of which would exceed two million dollars ($2,000,000) with respect to a registration on Form S-1 and five hundred thousand dollars ($500,000) with respect to a registration on Form S-3, and, if applicable, the Company is a registrant entitled to use Form S-3 to register securities for such an offering, the Company shall use its commercially reasonable efforts to cause such shares to be registered for the offering on such form (or any successor thereto). Notwithstanding the foregoing, the Holders may only request the Company to file a registration statement on Form S-1, if the Company is not entitled to register securities using Form S-3. Notwithstanding the foregoing, the Company may delay the filing of a registration statement requested pursuant to this Section 8 once in any twelve (12) month period for a period of up to ninety (90) days if the Company's Board of Directors determines that such a filing would not be in the best interest of the Company at the time of the request; provided, however, that in the event that holders of Common Stock, which prior to conversion were either Series A Preferred Stock or Series B Preferred Stock of the Company, exercise demand registration rights granted to such holders and such registration is underwritten, and the Holders hereunder exercise piggyback registration rights with respect to such underwriting pursuant to Section 5(b) hereof and such piggybacking Holders are not permitted to include all Registrable Securities requested in such underwriting, then the foregoing right of the Company to delay shall not be applicable. The Company will promptly give written notice of a request for the proposed registration to all other Holders and include all Registrable Securities of any Holder or Holders joining in such request as are specified in a written request received by the Company within thirty (30) days after the date of such written notice from the Company. The Company shall be required to file no more than two (2) such registration statements in the aggregate, only one of which can be on Form S-1, pursuant to ...
Registration on Form S. 8. In addition, Excite shall use its best efforts to cause the shares of Excite Common Stock that are issuable upon exercise of the Assumed Options to be registered under the Securities Act on Form S-8 ("FORM S-8") within thirty (30) days of the Closing. Classifieds2000 will reasonably cooperate with Excite to the best of Classifieds2000's ability in the preparation of the Form S-8.
Registration on Form S. 3 Subject to the limitations set forth in Section 1.1.3 and the other terms and conditions hereinafter set forth, if at any time the Company is eligible to use Form S-3 (or any successor form) for secondary sales any Institutional Investor may request (by written notice to the Company stating the number of Registrable Securities proposed to be sold and the intended method of disposition) that the Company file a registration statement on Form S-3 (or any successor form) for a public sale of all or any portion of the Registrable Securities beneficially owned by it, or that the Company take all steps necessary to include such Registrable Securities in a Form S-3 that the Company has previously filed under Rule 415 under the Act (to the extent reasonably practicable), provided that the reasonably anticipated aggregate price to the public of such Registrable Securities shall be at least $5,000,000. At the written request of the Institutional Investor requesting such registration, such registration shall be for a delayed or continuous offering under Rule 415 under the Act. Upon receiving such request, the Company shall use its best efforts to promptly file a registration statement on Form S-3 (or any successor form), or file an appropriate post-effective amendment or supplement to an existing registration statement, to register under the Act for public sale in accordance with the method of disposition specified in such request, the number of shares of Registrable Securities specified in such request and shall otherwise carry out the actions applicable to this Section 1.3, as specified in Sections 1.1.2 and 1.4. There shall be no limitation on the total number of registrations on Form S-3 which may be requested and obtained under this Section 1.3.
Registration on Form S. 3. A Holder or group of Holders holding not less than a majority of the outstanding Registrable Securities shall have the right to request that the Company register such Registrable Securities on Form S-3 (such requests to be in writing and to state the number of shares of Registrable Securities to be disposed of and the intended method of disposition of such shares by each such Holder), subject to the following limitations:
Registration on Form S. 1 or S-3. As promptly as reasonably practicable after the date hereof, but in any event not later than 180 days after the Closing Date (the "REGISTRATION FILING DATE"), the Company shall file with the Commission a shelf registration statement on Form S-1 or, if the Company is eligible to use such form, Form S-3 relating to the resale by the Holders of all of the Registrable Securities; provided, however, that the Company shall not be obligated to effect any such registration, qualification, or compliance pursuant to this Section 3(a), or keep such registration effective pursuant to Section 4: (i) in any particular jurisdiction in which the Company would be required to qualify to do business as a foreign corporation or as a dealer in securities under the securities or blue sky laws of such jurisdiction or to execute a general consent to service of process in effecting such registration, qualification or compliance, in each case where it has not already done so; or (ii) during any Blackout Period, in which case the Registration Filing Date shall be extended to the date immediately following the last day of such Blackout Period.
Registration on Form S. 2 or Form S-3. The Company shall use its best efforts to qualify for the use of Form S-2 and Form S-3 or any comparable or successor form or forms of the Commission; and to that end the Company shall maintain its registration (whether or not required by law to do so) of the Common Stock under the Exchange Act, in accordance with the provisions of the Exchange Act. After the Company has qualified for the use of either Form S-2 or Form S-3, or both, in addition to the rights contained in the foregoing provisions of this Section 9, the Holders of Registrable Securities shall have the right to request registrations on Form S-2 or Form S-3 (by written request stating the number of shares of Registrable Securities to be disposed of and the intended method of disposition of such shares by such Holder or Holders), subject only to the following:
Registration on Form S. 3 or Form S-1 . The Company shall use its best efforts to cause the Registrable Securities to be Registered for an offering on a Registration Statement on Form S-3 (or any successor form to Form S-3) or S-1 (or any successor form to Form S-1) or such other registration form as may be available to the Company, and to cause such Registrable Securities to be qualified in such jurisdictions as the Holder may reasonably request, no later than March 31, 2002, and shall use its best efforts to keep such Registration Statement effective for a period ending at the later of (i) 48 months, or (ii) the date where all Registrable Securities can be sold under Rule 144(k). Notwithstanding the foregoing, the Company shall not be obligated to cause the Registrable Securities to be qualified in any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such Registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.
