Assignment Form; Registration Clause Samples

Assignment Form; Registration. The Warrant may be offered for sale, sold, transferred or assigned only with the prior written consent of the Company (upon the approval of a majority of the members of the Board); provided, however, that the Warrant may be transferred or assigned (i) with respect to any Warrant Shares for which the Warrant is vested (but only to the extent vested) or (ii) to any person or entity controlling, controlled by or under common control with the Holder (any such person, an “Affiliate” of the Holder) or to any limited partner of the Holder. Any transfer of the Warrant shall be in compliance with applicable securities laws and shall be subject to this Section 7. With respect to any transfer made in compliance with this Section 7(a), the Company shall register such transfer in the Warrant Register, with the Form of Assignment attached hereto as Exhibit B duly completed and signed (each, an “Assignment Form”), to the Company at its address specified herein. Upon any such registration of transfer, a New Warrant evidencing the portion of the Warrant so transferred shall be recorded in the name of the transferee and a New Warrant evidencing the remaining portion of the Warrant not so transferred, if any, shall be recorded to the transferring holder in the Warrant Register. The acceptance of any New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations of a holder of the Warrant. In the event the Holder transfers or grants any interest (whether economic or otherwise) in the Warrant to an Affiliate or any other person, the Holder shall notify the Company in writing no later than the date on which such transfer or grant occurs in order to enable the Company to determine if any public disclosure or securities filings are required to be as a result of such transfer by the Company or any executive officer or director of the Company.

Assignment Form; Registration. This Warrant may be offered for sale, sold, transferred or assigned without the consent of the Purchaser, subject to this Section 6 and providing the Purchaser with written notice of such transfer. After prompt written notice of such transfer, the Purchaser shall register such transfer, from time to time, of this Warrant in the Warrant Register, upon surrender of this Warrant, with the Form of Assignment attached hereto duly completed and signed (each, an “Assignment Form”), to the Purchaser at its address specified herein. Upon any such registration of transfer, a new warrant (any such new warrant, a “New Warrant”) evidencing the portion of this Warrant so transferred shall be issued to the transferee and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of any New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations of a holder of this Warrant.