Restrictions on Transfer of Warrants. These Warrants may be transferred, in whole or in part, by the Holder. The Company agrees to maintain at the Warrant Office books for the registration and transfer of the Warrants. The Company, from time to time, shall register the transfer of the Warrants in such books upon surrender of this Warrant at the Warrant Office properly endorsed or accompanied by appropriate instruments of transfer and written instructions for transfer. Upon any such transfer and upon payment by the holder or its transferee of any applicable transfer taxes, new Warrants shall be issued to the transferee and the transferor (as their respective interests may appear) and the surrendered Warrants shall be cancelled by the Company. The Company shall pay all taxes (other than securities transfer taxes or income taxes) and all other expenses and charges payable in connection with the transfer of the Warrants pursuant to this Section.
Restrictions on Transfer of Warrants. This Warrant shall not be transferable to any person or entity other than a wholly-owned affiliate of the Holder or as permitted under the Purchase Agreement. The transfer of this Warrant to a wholly-owned affiliate or other transferee permitted under the Purchase Agreement and all rights hereunder, in whole or in part, is registrable at the office or agency of the Company referred to in Paragraph 7(e) hereof by the holder hereof in person or by his duly authorized attorney, upon surrender of this Warrant properly endorsed. Upon any transfer of this Warrant to any wholly-owned affiliate or other permitted transferee, other than a wholly-owned affiliate or other permitted transferee who is at that time a holder of other Warrants, the Company shall have the right to require the holder and the affiliate or other transferee to make customary representations to the extent reasonably necessary to assure that the transfer will comply with the Securities Act and any applicable state securities laws. Each holder of this Warrant, by taking or holding the same, consents and agrees that this Warrant, then endorsed in blank, shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company and all other persons dealing with this Warrant as the absolute owner and holder hereof for any purpose and as the person entitled to exercise the rights represented by this Warrant and to the registration of transfer hereof on the books of the Company; but until due presentment for registration of transfer on such books the Company may treat the registered holder hereof as the owner and holder hereof for all purposes, and the Company shall not be affected by any notice to the contrary.
Restrictions on Transfer of Warrants. Section 2 of the Investor Rights Agreement is deleted in its entirety and replaced with the following:
Restrictions on Transfer of Warrants. (a) The Company agrees to maintain at the Warrant Office books for the registration and transfer of the Warrants. Subject to the restrictions on transfer of the Warrants in this Section 2.3, the Company, from time to time, shall register the transfer of the Warrants in such books upon surrender of this Warrant at the Warrant Office properly endorsed or accompanied by appropriate instruments of transfer and written instructions for transfer satisfactory to the
Restrictions on Transfer of Warrants. 5.1. Notwithstanding anything to the contrary contained in Article IV, the Warrantholder, by its acceptance of this Warrant, agrees that it will not directly, or indirectly, offer to sell, sell, contract to sell, grant or sell to any other person any option, right or warrant to purchase, lend, assign, pledge, transfer, hypothecate or otherwise dispose of or encumber any of the Warrants, or dispose of any beneficial interest therein, except to (i) successors to Warrantholder in a merger or consolidation, (ii) officers, directors, employees or agents of Warrantholder, (iii) purchasers of all or substantially all of the assets of Warrantholder or (iv) shareholders of Warrantholder or shareholders or partners of its transferees in the event of liquidation or dissolution.
Restrictions on Transfer of Warrants. The transfer of the Warrants shall be limited as provided in the Warrant Certificate and Warrant Agreement.
Restrictions on Transfer of Warrants. The Holder of a Warrant Certificate (and its Permitted Transferee, as defined below), by its acceptance thereof, covenants and agrees that the Warrants are being acquired as an investment and not with a view to the distribution thereof; that the Warrants may be sold, transferred, assigned, hypothecated or otherwise disposed of, in whole or in part, to (i) any person who is an officer, director, employee, agent or other affiliate of the Underwriters or (ii) such other person as may be approved by counsel for the Company (a "Permitted Transferee"), provided such transfer, assignment, hypothecation or other disposition is made in accordance with the provisions of the Securities Act of 1933, as amended (the "1933 Act"). Any transfer of a Warrant Certificate shall be effected by delivery of such Warrant Certificate at the principal office of the Company, together with the properly completed and executed Form of Assignment in the form attached as Exhibit C.
Restrictions on Transfer of Warrants. The Holder of a Warrant Certificate (and its Permitted Transferee, as defined below), by its acceptance thereof, covenants and agrees that the Warrants are being acquired as an investment and not with a view to the distribution thereof; that the Warrants may be sold, transferred, assigned, hypothecated or otherwise disposed of, in whole or in part, to any person (a "Permitted Transferee"), provided such transfer, assignment, hypothecation or other deposition is made in accordance with the provisions of the Securities Act of 1933, as amended (the "1933 Act"); and provided, further, that until __________, 1998 (one year after the Effective Date) only officers of the Underwriters, or any selling group member or its officers or partners, shall be Permitted Transferees.
Restrictions on Transfer of Warrants. (a) The Company agrees to maintain at the Warrant Office books for the registration and transfer of the Warrants. Subject to the restrictions on transfer of the Warrants in this Section 2.3, the Company, from time to time, shall register the transfer of the Warrants in such books upon surrender of this Warrant at the Warrant Office properly endorsed or accompanied by appropriate instruments of transfer and written instructions for transfer satisfactory to the Company. Upon any such transfer and upon payment by the Holder or its transferee of any applicable transfer taxes, new Warrants shall be issued to the transferee and the transferor (as their respective interests may appear) and the surrendered Warrants shall be canceled by the Company. The Company shall pay all taxes (other than securities transfer taxes or income taxes) and all other expenses and charges payable in connection with the transfer of the Warrants pursuant to this Section 2.3.
(b) The Holder of the Warrants agrees that it will neither (i) transfer the Warrants prior to delivery to the Company of written notice of such transfer, nor (ii) transfer such Warrant Shares prior to delivery to the Company of written notice of such transfer, or until registration of such Warrant Shares under the Securities Act and any applicable state securities or Blue Sky laws has become effective.
Restrictions on Transfer of Warrants. The Warrantholder, by its acceptance of this Warrant, agrees that it will not directly, or indirectly, offer to sell, sell, contract to sell, grant or sell to any other person any option, right or warrant to purchase, lend, assign, pledge, transfer, hypothecate or otherwise dispose of or encumber any of the Warrants, or dispose of any beneficial interest therein, except to (i) successors to Warrantholder in a merger or consolidation, (ii) purchasers of all or substantially all of the assets of Warrantholder or (iii) shareholders of Warrantholder or shareholders or partners of its transferees in the event of liquidation or dissolution.
