Common use of Restrictions on Transfer of a Definitive Clause in Contracts

Restrictions on Transfer of a Definitive. Warrant for a ------------------------------------------------------ Beneficial Interest in a Global Warrant. The Warrant Agent may exchange a --------------------------------------- Definitive Warrant for a beneficial interest in a Global Warrant only if the Warrant Agent has received such Definitive Warrant, duly endorsed or accompanied by appropriate instruments of transfer, in form satisfactory to the Warrant Agent, together with written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the aggregate amount of the Warrants represented by the Global Warrant. If such conditions have been satisfied, the Warrant Agent shall cancel such Definitive Warrant and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrant Shares represented by the Global Warrant to be increased accordingly. If no Global Warrant is then outstanding, the Company shall issue and the Warrant Agent shall countersign a new Global Warrant in the appropriate amount.

Restrictions on Transfer of a Definitive. WARRANT FOR A SECURITY ENTITLEMENT IN A GLOBAL WARRANT. A Definitive Warrant may not be transferred by a holder for a ------------------------------------------------------ Beneficial Interest in a Global Warrant. The Warrant Agent may exchange a --------------------------------------- Definitive Warrant for a beneficial interest security entitlement in a Global Warrant only if except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent has received such of a Definitive Warrant, duly endorsed or accompanied by appropriate instruments of transfer, in form satisfactory to the Warrant Agent, together with: (A) certification from such holder (in substantially the form of EXHIBIT C hereto) that such Definitive Warrant is being transferred to a QIB in accordance with Rule 144A under the Securities Act; and (B) written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the aggregate amount of the Warrants represented by the Global Warrant. If such conditions have been satisfied, then the Warrant Agent shall cancel such Definitive Warrant and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrant Shares represented by the Global Warrant to be increased accordingly. If no Global Warrant is then outstanding, the Company shall issue issue, and the Warrant Agent shall countersign upon written instructions from the Company authenticate, a new Global Warrant in the appropriate amount.

Restrictions on Transfer of a Definitive. Warrant for a ------------------------------------------------------ Beneficial Interest in a Global Warrant. The Warrant Agent may exchange a --------------------------------------- A Definitive Warrant may not be --------------------------------------- exchanged for a beneficial interest in a Global Warrant only if except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent has received such of a Definitive Warrant, duly endorsed or accompanied by appropriate instruments of transfer, in form satisfactory to the Warrant Agent, together with: (A) if such Definitive Warrant constitutes a Restricted Warrant, certification, substantially in the form of Exhibit B hereto, that such Definitive Warrant is being transferred to a QIB in accordance with Rule 144A under the Securities Act; and (B) written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the aggregate amount of the Warrants represented by the Global Warrant. If such conditions have been satisfied, then the Warrant Agent shall cancel such Definitive Warrant and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrant Shares represented by the Global Warrant to be increased accordingly. If no Global Warrant is then outstanding, the Company shall issue and the Warrant Agent shall countersign a new Global Warrant in the appropriate amount.

Restrictions on Transfer of a Definitive. Warrant for a ------------------------------------------------------ Beneficial ----------------------------------------------------------------- Interest in a Global Warrant. The Warrant Agent may exchange a --------------------------------------- A Definitive Warrant may not be exchanged for a ---------------------------- beneficial interest in a Global Warrant only if except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent has received such of a Definitive Warrant, duly endorsed or accompanied by appropriate instruments of transfer, in form satisfactory to the Warrant Agent, together with: (A) certification, substantially in the form of Exhibit B hereto, that --------- such Definitive Warrant is being transferred to a QIB in accordance with Rule 144A under the Securities Act or to an Accredited Investor pursuant to another available exemption under such Act; and (B) written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the aggregate amount of the Warrants represented by the Global Warrant. If such conditions have been satisfied, then the Warrant Agent shall cancel such Definitive Warrant and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrant Shares Warrants represented by the Global Warrant to be increased accordingly. If no Global Warrant is then outstanding, the Company shall issue and the Warrant Agent shall countersign authenticate a new Global Warrant in the appropriate amount.