Earthlink 2000 Annual Report Download - page 115

(iii) Prepare and file with the SEC such amendments and supplements to the applicable Registration Statement, prospectus, prospectus
supplement and/or the Rule 424 Prospectus used in connection with such Registration Statement and/or Takedown, as may be necessary to
keep such Registration Statement effective and to comply with the provisions of the Securities Act with respect to the disposition of all
securities covered by such Registration Statement or to be disposed of in such Takedown.
(iv) Furnish to the Holders of Registrable Securities to be registered and to any underwriter, without charge, such number of copies of a
prospectus, including each preliminary prospectus, summary prospectus or term sheet, and any amendment or supplement thereto as they may,
from time to time, reasonably request and a reasonable number of copies of the then-effective Registration Statement and any post-effective
amendment thereto, including financial statements and schedules, all documents incorporated therein by reference and all exhibits (including
those incorporated by reference).
(v) To the extent practicable, promptly prior to the filing of any document that is to be incorporated by reference into any Registration
Statement or prospectus forming a part thereof subsequent to the effectiveness thereof, and in any event no later than the date such document is
filed with the SEC, provide copies of such document to the Holders of Registrable Securities covered thereby and any underwriter and make
representatives of the Company available for discussion of such document and other customary due diligence matters, and include in such
document prior to the filing thereof such information as any Holder or any such underwriter may reasonably request.
(vi) Use its reasonable best efforts (x) to register and qualify the securities covered by such Registration Statement under such other securities
or blue sky laws of such jurisdictions as shall be reasonably requested by the Holders, (y) to keep such registration or qualification in effect for
so long as the applicable Registration Statement remains in effect, and (z) to take any other action which may be reasonably necessary or
advisable to enable such Holders to consummate the disposition in such jurisdictions of the securities to be sold by such Holders; PROVIDED,
however, that the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or
jurisdictions where it would not otherwise be required to so qualify to do business or consent to service of process or subject itself to taxation in
any such jurisdiction.
(vii) Use its reasonable best efforts to cause all Registrable Securities covered by such Registration Statement to be registered with or approved
by such other federal or state governmental agencies or authorities as may be necessary in the opinion of counsel to the Company and counsel
to the Holders of Registrable Securities to enable the Holders thereof to consummate the disposition of such Registrable Securities.
(viii) Cooperate with the Holders of Registrable Securities and each underwriter participating in the disposition of such Registrable Securities
and their respective counsel
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