Common use of TRANSFER AND REGISTRATION OF THE WARRANTS AND WARRANT SHARES Clause in Contracts

TRANSFER AND REGISTRATION OF THE WARRANTS AND WARRANT SHARES. 7.1 The Warrants and the Warrant Shares, and any interest in either, may be sold, assigned, pledged, encumbered or in any other manner transferred or disposed of, in whole or in part, only in accordance with Section 8 hereof and in compliance with applicable United States federal and state securities laws and the terms and conditions hereof. 7.2 The Warrants and the Warrant Shares have been registered under the Securities Act pursuant to a registration statement on Form S-4 (File No. 333-36920) declared effective under the Securities Act (the "Registration Statement"). The Company covenants and agrees: 7.2.1 it will prepare and file with the Commission such amendments and supplements to the Registration Statement and the prospectus used in connection therewith as may be necessary to keep the Registration Statement effective through the termination of the Exercise Period or until such earlier time as no Warrants remain outstanding; 7.2.2 as expeditiously as possible, to register or qualify the Warrants and the Warrant Shares under the securities or "Blue Sky" laws of each jurisdiction in which such registration or qualification is necessary; and 7.2.3 to pay all expenses incurred by the Company in complying with this Section 7.2, including, without limitation (A) all registration and filing fees, (B) all printing expenses, (C) all fees and disbursements of counsel and independent public accountants for the Company, (D) all NASD and "Blue Sky" fees and expenses (including fees and expenses of counsel in connection with any "Blue Sky" surveys) and (E) the entire expense of any special audits incident to or required in connection with any such registration.

TRANSFER AND REGISTRATION OF THE WARRANTS AND WARRANT SHARES. 7.1 (a) The Warrants and the Warrant Shares, and any interest in either, may be sold, assigned, pledged, encumbered or in any other manner transferred or disposed of, in whole or in part, only in accordance with Section 8 hereof and in compliance with applicable United States federal and state securities laws and the terms and conditions hereof. 7.2 (b) The Warrants and the Warrant Shares have been registered under the Securities Act pursuant to a registration statement on Form S-4 (File No. 333-36920) declared effective under the Securities Act (the "Registration Statement"). The Company Dura covenants and agrees: 7.2.1 (i) it will prepare and file with the Commission such amendments and supplements to the such Registration Statement and the prospectus used in connection therewith as may be necessary to keep the such Registration Statement effective through the termination of the Exercise Period or until such earlier time as no Warrants remain outstanding; 7.2.2 (ii) as expeditiously as possible, to register or qualify the Warrants and the Warrant Shares under the securities or "Blue Sky" laws of each jurisdiction in which such registration or qualification is necessary; and 7.2.3 (iii) to pay all expenses incurred by the Company Dura in complying with this Section 7.27(b), including, without limitation (A) all registration and filing fees, (B) all printing expenses, (C) all fees and disbursements of counsel and independent public accountants for the CompanyDura, (D) all NASD and "Blue Sky" fees and expenses (including fees and expenses of counsel in connection with any "Blue Sky" surveys) and (E) the entire expense of any special audits incident to or required in connection with any such registration.

TRANSFER AND REGISTRATION OF THE WARRANTS AND WARRANT SHARES. 7.1 (a) The Warrants and the Warrant Shares, and any interest in either, may be sold, assigned, pledged, encumbered or in any other manner transferred or disposed of, in whole or in part, only in accordance with Section 8 hereof and in compliance with applicable United States federal and state securities laws and the terms and conditions hereof. 7.2 (b) The Warrants and the Warrant Shares have been registered under the Securities Act pursuant to a registration statement on Form S-4 (File No. 333-36920333-_______) declared effective under the Securities Act (the "Registration Statement"). The Company Dura covenants and agrees: 7.2.1 (i) it will prepare and file with the Commission such amendments and supplements to the Registration Statement and the prospectus used in connection therewith as may be necessary to keep the Registration Statement effective through the termination of the Exercise Period or until such earlier time as no Warrants remain outstanding; 7.2.2 (ii) as expeditiously as possible, to register or qualify the Warrants and the Warrant Shares under the securities or "Blue Sky" laws of each jurisdiction in which such registration or qualification is necessary; and 7.2.3 (iii) to pay all expenses incurred by the Company Dura in complying with this Section 7.27(b), including, without limitation (A) all registration and filing fees, (B) all printing expenses, (C) all fees and disbursements of counsel and independent public accountants for the CompanyDura, (D) all NASD and "Blue Sky" fees and expenses (including fees and expenses of counsel in connection with any "Blue Sky" surveys) and (E) the entire expense of any special audits incident to or required in connection with any such registration.