Covenants of Warrant Holder. By acceptance of this Warrant, the Holder is hereby deemed to covenant and agree with the Company that it is acquiring this Warrant as an investment and not with a view to distribution hereof. This Warrant may not be sold, transferred, assigned or hypothecated by the Holder except in compliance with the provisions of the Securities Act (or any successor legislation), and the state securities laws, and is so transferable only upon the books of the Company which it shall cause to be maintained for such purpose. Each registered Holder of this Warrant acknowledges that this Warrant has not been registered under the Securities Act and agrees not to sell, pledge, distribute, offer for sale, transfer or otherwise dispose of this Warrant or any Warrant Shares issued upon its exercise in the absence of (i) an effective registration statement as to this Warrant or such Warrant Shares under the Securities Act, or (ii) an opinion of counsel reasonably acceptable to the Company to the effect that such registration is not, under the circumstances, required; provided, however, that no such opinion under this Section 14 or similar provisions elsewhere herein shall be required in the event the Estate of Xxxx X. Xxxxx, Xx. transfers this Warrant or portions thereof to the legatees or distributees of such Estate subject to Section 7 hereof. In addition, in order for any transferee of this Warrant or any Warrant Shares to receive any of the benefits of this Warrant or the Warrant Shares, as the case may be, the Company must have received notice of such transfer, at the address set forth in Section 16 below, in the form of assignment or partial assignment attached hereto. Any transferee other than pursuant to an effective registration statement under the Securities Act or pursuant to Rule 144 promulgated under the Securities Act must also covenant and agree that it is acquiring this Warrant or such Warrant Shares as an investment and not with a view to distribution hereof or thereof, except in accordance with the Securities Act and applicable state securities law.
Covenants of Warrant Holder. The Warrant Holder covenants and agrees with the Purchaser that the Warrant Holder will exercise its ENI Warrants forthwith and shall tender the ENI Shares issuable upon such exercise to the ENI Offer.
Covenants of Warrant Holder. Pursuant to the terms and Conditions of the Consulting Agreement and as a condition to receiving this Warrant, the Warrant Holder represents, warrants and covenants to the KBLB that:
