Common use of Restrictions in General Clause in Contracts

Restrictions in General. Notwithstanding any provisions contained in this Warrant to the contrary, this Warrant shall not be exercisable or transferable and the related Warrant Shares shall not be transferable except upon the conditions specified in this Section 5, which conditions are intended, among other things, to insure compliance with the provisions of the Securities Act in respect of the exercise or transfer of this Warrant or transfer of such Warrant Shares. The registered holder of this Warrant agrees that it will not transfer this Warrant, exercise this Warrant or transfer any related Warrant Shares unless (i) the registration under the Securities Act and any applicable state securities laws of the Warrants (if Warrants are being transferred) or the Warrant Shares (if Warrants are being exercised or Warrant Shares are being transferred) has become effective, or (ii) such transfer or exercise shall be exempt from the registration requirements of the Securities Act and any applicable state securities laws and, if required by the Company at the Company's expense, counsel to the Company shall deliver to the Company the opinion of counsel referred to in Section 5.B below.