Common use of Split-Up, Combination, Exchange and Transfer of Warrants Clause in Contracts

Split-Up, Combination, Exchange and Transfer of Warrants. Section 6.01. Any Warrant or Warrants may be split up, combined or exchanged for another Warrant or Warrants to purchase a like aggregate number of shares of Common Stock or may be transferred in whole or in part as provided in this Section 6.01. Any Warrant Holder desiring to split up, combine or exchange any Warrant or Warrants shall make such request in writing delivered to the Warrant Agent at its corporate office and shall surrender the Warrant Certificate or Certificates representing such Warrant or Warrants to be so split up, combined or exchanged at said office. Registration of transfers of an outstanding Warrant or outstanding Warrants shall be effected by the Warrant agent, from time to time upon the books to be maintained by the Warrant Agent for that purpose, upon surrender of the Warrant Certificate or Certificates representing such Warrant or Warrants to the Warrant Agent at its corporate office for registration of transfer, duly endorsed or accompanied by written instruments of transfer and written instructions for transfer, all in form satisfactory to the Company and the Warrant Agent, duly executed by the Warrant Holder or his attorney duly authorized in writing. Upon any such surrender for a split-up, combination, exchange or registration of transfer, the Warrant Agent shall countersign and deliver to the person entitled thereto a Warrant Certificate or Warrant Certificates, as the case may be, as so requested. The Warrant Agent shall not be required to effect any registration of transfer, split-up or exchange which will result in the issuance of a Warrant entitling the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock, unless one or more of the Warrants delivered to the Warrant Agent to effect such registration of transfer, split-up or exchange entitles the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock, and in such latter event, the Warrant Agent shall not be required in connection with such registration of transfer, split-up or exchange to issue more than one Warrant which entitled the Warrant Holder thereof to acquire a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock. The Warrant Agent may require such Warrant Holder to pay a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any split-up, combination, exchange or registration of transfer of Warrants.

Split-Up, Combination, Exchange and Transfer of Warrants. Section 6.01. Any Subject to Section 6.02, this Warrant or Warrants may be split up, combined or exchanged for another Warrant or Warrants to containing the same terms for the purchase of a like aggregate number of shares of Common Stock or may be transferred in whole or in part as provided in this Section 6.01without cost to the Warrant Holder. Any If the Warrant Holder desiring desires to split up, combine or exchange any Warrant or Warrants this Warrant, he shall make such request in writing delivered to the Warrant Agent Company at its corporate principal office and shall surrender the this Warrant Certificate or Certificates representing such Warrant or and any other Warrants to be so split up, combined or exchanged at said office. Registration of transfers of an outstanding Warrant or outstanding Warrants shall be effected by the Warrant agent, from time to time upon the books to be maintained by the Warrant Agent for that purpose, upon surrender of the Warrant Certificate or Certificates representing such Warrant or Warrants to the Warrant Agent at its corporate office for registration of transfer, duly endorsed or accompanied by written instruments of transfer and written instructions for transfer, all in form satisfactory to the Company and the Warrant Agent, duly executed by the Warrant Holder or his attorney duly authorized in writing. Upon any such surrender for a split-up, combination, exchange combination or registration of transferexchange, the Warrant Agent Company shall countersign execute and deliver to the person entitled thereto a Warrant Certificate or Warrant CertificatesWarrants, as the case may be, as so requested. The Warrant Agent Company shall not be required to effect any registration of transfer, split-up up, combination or exchange which that will result in the issuance of a Warrant entitling the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock or a number of whole shares of Common Stock fractional Warrant. Section 6.02. This Warrant may not be sold, hypothecated, assigned, transferred or otherwise disposed of, voluntarily or involuntarily, except in accordance with and a fraction of a share of Common Stock, unless one or more subject to the provisions of the Warrants delivered Securities Act of 1933, as amended (the "Act"), and the rules and regulations promulgated thereunder. Section 6.03. Any assignment permitted hereunder shall be made by surrender of this Warrant to the Company at its principal office with the Form of Assignment annexed hereto duly executed. In such event the Company shall, without charge, execute and deliver a new Warrant Agent to effect in the name of the assignee named in such registration instrument of transfer, split-up assignment and this Warrant shall promptly be canceled. This Warrant may be divided or exchange entitles combined with other Warrants that carry the same rights upon presentation thereof at the principal office of the Company together with a written notice signed by the Warrant Holder Holder, specifying the denominations in which new Warrants are to purchase upon exercise a fraction of a share of Common Stock, and in such latter event, the Warrant Agent shall not be required in connection with such registration of transfer, split-up or exchange to issue more than one Warrant which entitled the Warrant Holder thereof to acquire a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock. The Warrant Agent may require such Warrant Holder to pay a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any split-up, combination, exchange or registration of transfer of Warrantsissued.

Split-Up, Combination, Exchange and Transfer of Warrants. (a) Subject to the provisions of Section 6.01. Any 5(b), this Warrant or Warrants may be split up, combined or exchanged for another Warrant or Warrants containing the same terms to purchase a like aggregate number of shares of Common Stock or may be transferred in whole or in part as provided in this Section 6.01Warrant Shares. Any Warrant Holder desiring If the Warrantholder desires to split up, combine or exchange any Warrant this Warrant, he, she or Warrants it shall make such request in writing delivered to the Warrant Agent at its corporate office Company and shall surrender to the Company this Warrant Certificate or Certificates representing such Warrant or and any other Warrants to be so split up, combined or exchanged at said office. Registration of transfers of an outstanding Warrant or outstanding Warrants shall be effected by the Warrant agent, from time to time upon the books to be maintained by the Warrant Agent for that purpose, upon surrender of the Warrant Certificate or Certificates representing such Warrant or Warrants to the Warrant Agent at its corporate office for registration of transfer, duly endorsed or accompanied by written instruments of transfer and written instructions for transfer, all in form satisfactory to the Company and the Warrant Agent, duly executed by the Warrant Holder or his attorney duly authorized in writingexchanged. Upon any such surrender for a split-split up, combination, exchange combination or registration of transferexchange, the Warrant Agent Company shall countersign execute and deliver to the person entitled thereto a Warrant Certificate or Warrant CertificatesWarrants, as the case may be, as so requested. The Warrant Agent Company shall not be required to effect any registration of transfersplit up, split-up combination or exchange which will result in the issuance of a Warrant warrant entitling the Warrant Holder Warrantholder to purchase upon exercise a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock, unless one or more of the Warrants delivered to the Warrant Agent to effect such registration of transfer, split-up or exchange entitles the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock, and in such latter event, the Warrant Agent shall not be required in connection with such registration of transfer, split-up or exchange to issue more than one Warrant which entitled the Warrant Holder thereof to acquire a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stockfractional Warrant. The Warrant Agent Company may require such Warrant Holder Warrantholder to pay a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any split-split up, combination, combination or exchange or registration of transfer of Warrants. (b) Neither this Warrant not the Warrant Shares may be Transferred except in accordance with and subject to the provisions of the Securities Act and the rules and regulations promulgated thereunder. If at the time of a Transfer, a registration statement is not in effect to register this Warrant or the Warrant Shares, the Company may require the Warrantholder to make such customary representations, and may place such customary legends on certificates representing this Warrant, as may be reasonably required in the opinion of counsel to the Company to permit a Transfer without such registration.

Split-Up, Combination, Exchange and Transfer of Warrants. (a) Subject to the provisions of Section 6.01. Any 5(b), this Warrant or Warrants may be split up, combined or exchanged for another Warrant or Warrants containing the same terms to purchase a like aggregate number of shares of Common Stock or may be transferred in whole or in part as provided in this Section 6.01Warrant Shares. Any Warrant Holder desiring If the Warrantholder desires to split up, combine or exchange any Warrant this Warrant, he, she or Warrants it shall make such request in writing delivered to the Warrant Agent at its corporate office Company and shall surrender to the Company this Warrant Certificate or Certificates representing such Warrant or and any other Warrants to be so split up, combined or exchanged at said office. Registration of transfers of an outstanding Warrant or outstanding Warrants shall be effected by the Warrant agent, from time to time upon the books to be maintained by the Warrant Agent for that purpose, upon surrender of the Warrant Certificate or Certificates representing such Warrant or Warrants to the Warrant Agent at its corporate office for registration of transfer, duly endorsed or accompanied by written instruments of transfer and written instructions for transfer, all in form satisfactory to the Company and the Warrant Agent, duly executed by the Warrant Holder or his attorney duly authorized in writingexchanged. Upon any such surrender for a split-split up, combination, exchange combination or registration of transferexchange, the Warrant Agent Company shall countersign execute and deliver to the person entitled thereto a Warrant Certificate or Warrant CertificatesWarrants, as the case may be, as so requested. The Warrant Agent Company shall not be required to effect any registration of transfersplit up, split-up combination or exchange which will result in the issuance of a Warrant warrant entitling the Warrant Holder Warrantholder to purchase upon exercise a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock, unless one or more of the Warrants delivered to the Warrant Agent to effect such registration of transfer, split-up or exchange entitles the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock, and in such latter event, the Warrant Agent shall not be required in connection with such registration of transfer, split-up or exchange to issue more than one Warrant which entitled the Warrant Holder thereof to acquire a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stockfractional Warrant. The Warrant Agent Company may require such Warrant Holder Warrantholder to pay a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any split-split up, combination, combination or exchange or registration of transfer of Warrants. (b) Neither this Warrant not the Warrant Shares may be transferred, disposed of or encumbered (any such action, a "Transfer") except in accordance with and subject to the provisions of the Securities Act, any applicable state securities laws and the rules and regulations promulgated thereunder. If at the time of a Transfer, a registration statement is not in effect to register this Warrant or the Warrant Shares, the Company may require the Warrantholder to make such customary representations and deliver such customary opinions of counsel, and may place such customary legends on certificates representing this Warrant, as may be reasonably required in the opinion of counsel to the Company to permit a Transfer without such registration.

Split-Up, Combination, Exchange and Transfer of Warrants. (a) Subject to the provisions of Section 6.01. Any 5(b), this Warrant or Warrants may be split up, combined or exchanged for another Warrant or Warrants containing the same terms to purchase a like aggregate number of shares of Common Stock or may be transferred in whole or in part as provided in this Section 6.01Warrant Shares. Any Warrant Holder desiring If the Warrantholder desires to split up, combine or exchange any Warrant this Warrant, he, she or Warrants it shall make such request in writing delivered to the Warrant Agent at its corporate office Company and shall surrender to the Company this Warrant Certificate or Certificates representing such Warrant or and any other Warrants to be so split up, combined or exchanged at said office. Registration of transfers of an outstanding Warrant or outstanding Warrants shall be effected by the Warrant agent, from time to time upon the books to be maintained by the Warrant Agent for that purpose, upon surrender of the Warrant Certificate or Certificates representing such Warrant or Warrants to the Warrant Agent at its corporate office for registration of transfer, duly endorsed or accompanied by written instruments of transfer and written instructions for transfer, all in form satisfactory to the Company and the Warrant Agent, duly executed by the Warrant Holder or his attorney duly authorized in writingexchanged. Upon any such surrender for a split-split up, combination, exchange combination or registration of transferexchange, the Warrant Agent Company shall countersign execute and deliver to the person Person entitled thereto a Warrant Certificate or Warrant CertificatesWarrants, as the case may be, as so requested. The Warrant Agent Company shall not be required to effect any registration of transfersplit up, split-up combination or exchange which will result in the issuance of a Warrant warrant entitling the Warrant Holder Warrantholder to purchase upon exercise a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock, unless one or more of the Warrants delivered to the Warrant Agent to effect such registration of transfer, split-up or exchange entitles the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock, and in such latter event, the Warrant Agent shall not be required in connection with such registration of transfer, split-up or exchange to issue more than one Warrant which entitled the Warrant Holder thereof to acquire a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stockfractional Warrant. The Warrant Agent Company may require such Warrant Holder Warrantholder to pay a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any split-split up, combination, combination or exchange or registration of transfer of Warrants. (b) Neither this Warrant nor the Warrant Shares may be transferred, disposed of or encumbered (any such action, a "Transfer") except in accordance with and subject to the provisions of the Securities Act, any applicable state securities laws and the rules and regulations promulgated thereunder. If at the time of a Transfer, a registration statement is not in effect to register this Warrant or the issuance of the Warrant Shares, this Warrant may only be transferred to an "Accredited Investor" (as defined in the Securities Act) and the Company may require the Warrantholder to make such customary representations and deliver such customary opinions of counsel, and may place such customary legends on certificates representing this Warrant, as may be reasonably required in the opinion of counsel to the Company to permit a Transfer without such registration. (c) Warrantholder shall not sell or otherwise transfer any Warrants to a competitor of the Company engaged or, to the knowledge of Warrantholder, planning to engage in the business of providing wireless voice or data communications services to mobile customers or of providing equipment in connection therewith; provided, however, that nothing in this Section 5 (c) shall restrict the ability of any Warrantholder from selling or transferring any Warrants to a Hughxx Xxxsidiary (as defined in the Credit Agreement) or to any pension or retirement plan which is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act.

Split-Up, Combination, Exchange and Transfer of Warrants. (a) Subject to the provisions of Section 6.01. Any 5(b), this Warrant or Warrants may be split up, combined or exchanged for another Warrant or Warrants containing the same terms to purchase a like aggregate number of shares of Common Stock or may be transferred in whole or in part as provided in this Section 6.01Warrant Shares. Any Warrant Holder desiring If the Warrantholder desires to split up, combine or exchange any Warrant this Warrant, he, she or Warrants it shall make such request in writing delivered to the Warrant Agent at its corporate office Company and shall surrender to the Company this Warrant Certificate or Certificates representing such Warrant or and any other Warrants to be so split up, combined or exchanged at said office. Registration of transfers of an outstanding Warrant or outstanding Warrants shall be effected by the Warrant agent, from time to time upon the books to be maintained by the Warrant Agent for that purpose, upon surrender of the Warrant Certificate or Certificates representing such Warrant or Warrants to the Warrant Agent at its corporate office for registration of transfer, duly endorsed or accompanied by written instruments of transfer and written instructions for transfer, all in form satisfactory to the Company and the Warrant Agent, duly executed by the Warrant Holder or his attorney duly authorized in writingexchanged. Upon any such surrender for a split-split up, combination, exchange combination or registration of transferexchange, the Warrant Agent Company shall countersign execute and deliver to the person entitled thereto a Warrant Certificate or Warrant CertificatesWarrants, as the case may be, as so requested. The Warrant Agent Company shall not be required to effect any registration of transfersplit up, split-up combination or exchange which will result in the issuance of a Warrant warrant entitling the Warrant Holder Warrantholder to purchase upon exercise a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stock, unless one or more of the Warrants delivered to the Warrant Agent to effect such registration of transfer, split-up or exchange entitles the Warrant Holder to purchase upon exercise a fraction of a share of Common Stock, and in such latter event, the Warrant Agent shall not be required in connection with such registration of transfer, split-up or exchange to issue more than one Warrant which entitled the Warrant Holder thereof to acquire a fraction of a share of Common Stock or a number of whole shares of Common Stock and a fraction of a share of Common Stockfractional Warrant. The Warrant Agent Company may require such Warrant Holder Warrantholder to pay a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any split-split up, combination, combination or exchange or registration of transfer of Warrants. (b) Prior to the termination of the Telemarketing Agreement, neither this Warrant nor any of Warrantholder's rights hereunder may be disposed of or encumbered (any such action, a "Transfer") without the prior written consent of the Company. Neither this Warrant not the Warrant Shares may be Transferred except in accordance with and subject to the provisions of the Securities Act and the rules and regulations promulgated thereunder. If at the time of a Transfer, a registration statement is not in effect to register this Warrant or the Warrant Shares, the Company may require the Warrantholder to make such customary representations, and may place such customary legends on certificates representing this Warrant, as may be reasonably required in the opinion of counsel to the Company to permit a Transfer without such registration.