Common use of Transfer of Warrants Clause in Contracts

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. However, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws.

Transfer of Warrants. The Representatives' Warrants will may not be transferred, assigned, pledged, hypothecated, sold, made subject to a security interest, or otherwise transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), except to the bona fide officers or partners of the Representatives, and thereafter subject to applicable federal and state securities law, and only to bona fide officers, directors, shareholders, employees or registered representatives on the books of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Warrant Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, produced and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Representatives' Warrant or new Representatives' Warrants to the persons entitled thereto. Any of the Warrants A Representatives' Warrant may be exchanged at the option of its the Warrant Holder thereof for another Representatives' Warrant, or other Representatives' Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants a Representatives' Warrant to be transferred on its books to any person, if such transfer would violate person unless the Warrant Holder thereof shall furnish to the Company evidence of compliance with the Securities Act of 1933, as amended (the "Act"), or and applicable state securities lawslaw, in accordance with the provisions of Section 10 of this Agreement.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part whole or in wholepart, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), and thereafter only to bona fide officers, directors, shareholdersstockholders, employees or registered representatives of the Representative Underwriter upon written request to the Company (including a certificate of the Holder that the transferee is a permitted transferee under this Section 3) delivered in accordance with Section 12 hereof and upon delivery of the Warrant Certificate to the Company with the form of assignment at the end thereof duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, produced and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any Upon surrender of the Warrants to the Company or its duly authorized agent, any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agentStock. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the WarrantsWarrants or Shares. However, the Company shall have no obligation to cause Warrants or Shares to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933Act, as amended the rules and regulations promulgated thereunder (the "ActRules and Regulations"), ) or applicable state securities laws, rules and regulations.

Transfer of Warrants. The Warrants will may not be transferred, assigned, -------------------- pledged, hypothecated, sold, made subject to a security interest, or otherwise transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), except to the bona fide officers or partners of the Representative, and thereafter subject to ---- ---- applicable federal and state securities law, and only to bona fide officers, directors, shareholders, employees or registered representatives on the books of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Warrant Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representativesrepresentative, duly authenticated evidence of their authority shall be produced, produced and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or new Warrants to the persons entitled thereto. Any of the Warrants A Warrant may be exchanged at the option of its the Warrant Holder thereof for another Warrant, or other Warrants Warrants, of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants a Warrant to be transferred on its books to any person, if such transfer would violate person unless the Warrant Holder thereof shall furnish to the Company evidence of compliance with the Securities Act of 1933, as amended (the "Act"), or and applicable state securities lawslaw, in accordance with the provisions of Section 10 of this Agreement.

Transfer of Warrants. The Warrants Representative's Warrant will not be sold, transferred, assigned or hypothecated, in part or in whole, prior whole the (other than by will or pursuant to the first anniversary laws of descent and distribution), for a period of 180 days from the effective date of the Registration Statement, Statement except to officers of the Representative and members of the selling group and their officers and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Representative Warrant or Warrants Representative's Warrant to the persons entitled thereto. Any of the Warrants The Representative's Warrant may be exchanged at the option of its the Holder thereof for another Representative Warrant, or other Warrants Representative's Warrant, of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Shares upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants Representative's Warrant to be transferred on its books to any person, person if such transfer would violate the Securities Act of 1933, as amended (the "“Act"”), or applicable state securities laws.

Transfer of Warrants. The Warrants will not shall be sold, transferred, assigned or hypothecated, in part or in whole, prior to transferable on the first anniversary of the effective date of the Registration Statement, and thereafter Warrant Register only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. The Holder may not sell, assign (by operation of law or otherwise), transfer, pledge, grant a security interest in, or otherwise dispose of this Warrant or any portion hereof or any rights or obligations hereunder except in compliance with Section 9.5 of the Purchase Agreement, which contains certain restrictions on the transferability hereof In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, certified shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons Person entitled thereto. Any of Notwithstanding the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants to be transferred on its books to any personPerson, if unless the Holder of such transfer would violate Warrants shall furnish to the Company evidence of compliance with the Securities Act of 1933, as amended (the "Act")amended, or and applicable state securities blue sky laws.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative Placement Agent upon written request to the Company (including a certificate of the Holder that the transferee is a permitted transferee under this Section 3) delivered in accordance with Section 12 hereof and upon delivery of the Warrant Certificate to the Company with the form of assignment at the end thereof duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Shares upon surrender of the Warrants to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the WarrantsWarrants or Shares. However, the Company shall have no obligation to cause Warrants or Shares to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933Act, as amended the rules and regulations promulgated thereunder (the "ActRules and Regulations"), ) or applicable state securities laws, rules and regulations.

Transfer of Warrants. The Holder of a Warrant Certificate, by its acceptance thereof, acknowledges that the Warrants are "restricted securities" which have not been registered under the Securities Act, and represents that the Warrants are being acquired as an investment and not with a view to the distribution thereof and will not be soldtransfer such Warrants, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only except to bona fide officers, directors, shareholders, principals, employees or registered representatives of the Representative Holder upon written request to the Company delivered in accordance with Section 12 hereof and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the The Warrants may be exchanged at the option of its the Holder thereof for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. HoweverNotwithstanding the foregoing, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws.

Transfer of Warrants. The Warrants will not be sold, transferred, -------------------- assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative Underwriters upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the The Warrants may be exchanged at the option of its the Holder thereof for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. HoweverNotwithstanding the foregoing, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), ) or applicable state securities laws.

Transfer of Warrants. The Warrants Warrant and Warrant Shares will not be sold, transferred, assigned or hypothecatedtransferable, in part or in whole, prior to on the first anniversary books of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and except upon delivery of the such Warrant Certificate or Warrant Shares duly endorsed by the Warrant Holder or by its his duly authorized attorney or representative, or representative and accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the The Warrants may be exchanged at the option of its the then Warrant Holder thereof, for another Warrant, or other Warrants Warrant of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Warrant Shares upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate unless the Warrant Holder or Warrant Holders thereof shall furnish to the Company reasonably satisfactory evidence of compliance with the Securities Act of 1933, as amended (the "Act"), or applicable state securities lawsin accordance with the provisions of Section 12 of this Agreement.

Transfer of Warrants. The Placement Agent Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior whole (other than by will or pursuant to the first anniversary laws of the effective date of the Registration Statementdescent and distribution), and thereafter only except to bona fide officers, directors, shareholders, employees or registered representatives officers of the Representative upon written request to the Company delivered in accordance with Section 12 Placement Agent and only upon delivery of the Warrant Certificate thereof duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. Furthermore, if any Placement Agent Warrants are transferred after two years following the effective date of the Registration Statement, such warrants shall be exercised immediately upon transfer, and if not exercised immediately upon transfer, such warrants shall lapse. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Placement Agent Warrant or Placement Agent Warrants to the persons entitled thereto. Any of the The Placement Agent Warrants may be exchanged at the option of its the Holder thereof for another Placement Agent Warrant, or other Warrants Placement Agent Warrants, of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause the Placement Agent Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), ) or any applicable state securities laws.

Transfer of Warrants. The Warrants will may not be transferred, assigned, -------------------- pledged, hypothecated, sold, made subject to a security interest, or otherwise transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), except to the bona fide officers or partners of the Representatives, and thereafter subject to ---- ---- applicable federal and state securities law, and only to bona fide officers, directors, shareholders, employees or registered representatives on the books of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Warrant Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, produced and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or new Warrants to the persons entitled thereto. Any of the Warrants A Warrant may be exchanged at the option of its the Warrant Holder thereof for another Warrant, or other Warrants Warrants, of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants a Warrant to be transferred on its books to any person, if such transfer would violate person unless the Warrant Holder thereof shall furnish to the Company evidence of compliance with the Securities Act of 1933, as amended (the "Act"), or and applicable state securities lawslaw, in accordance with the provisions of Section 10 of this Agreement.

Transfer of Warrants. The Underwriter Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior whole the (other than by will or pursuant to the first anniversary laws of descent and distribution), for a period of 180 days from the effective date of the Registration Statement, Statement except to officers of the Underwriters and members of the selling group and their officers and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Underwriter Warrant or Underwriter Warrants to the persons entitled thereto. Any of the The Underwriter Warrants may be exchanged at the option of its the Holder thereof for another Underwriter Warrant, or other Warrants Underwriter Warrants, of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Shares upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Underwriter Warrants to be transferred on its books to any person, person if such transfer would violate the Securities Act of 1933, as amended (the "‘‘Act"’’), or applicable state securities laws.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company (including a certificate of the Holder that the transferee is a permitted transferee under this Section 3) delivered in accordance with Section 12 hereof and upon delivery of the Warrant Certificate to the Company with the form of assignment at the end thereof duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Shares upon surrender of the Warrants to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the WarrantsWarrants or Shares. However, the Company shall have no obligation to cause Warrants or Shares to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933Act, as amended the rules and regulations promulgated thereunder (the "ActRules and Regulations"), ) or applicable state securities laws, rules and regulations.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statementthis Warrant Agreement, and thereafter only to directors and bona fide officers, directors, shareholders, employees or registered representatives officers of the Representative Purchaser or its affiliates upon written request to the Company delivered in accordance with Section 12 13 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. However, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws.

Transfer of Warrants. The Warrants will not Any Warrant may be sold, transferred, assigned transferred or hypothecated, endorsed to another party in whole or in part or in whole, prior by (i) surrendering to the first anniversary of the effective date of the Registration StatementCompany, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The , for cancellation the existing Warrant Certificate evidencing the Warrant to be transferred, endorsed or accompanied by a written instrument of transfer, in form satisfactory to the Company, duly executed by the Holder thereof in person or by a duly authorized representative, agent or attorney-in-fact appointed in writing, (ii) by supplying the Company may require payment with an opinion of a sum sufficient counsel, which opinion shall be reasonably satisfactory to cover all taxes and other governmental charges the Company, to the effect that may be imposed registration under the Securities Act of 1933 has been accomplished or is not necessary in connection with any voluntary transfersuch transfer of Warrants, exchange or other disposition and (iii) by having the transferee agree in writing to be bound by the provisions of the WarrantsPurchase Agreement, this Agreement, the Shareholders Agreement, dated March 19, 1997, by and among the Company, certain of its shareholders, and the Purchasers (the "Shareholders Agreement"), and the Redemption Agreement, dated March 19, 1997, by and among the Company and the Purchasers (the "Redemption Agreement"). HoweverUpon receipt thereof, the Company shall have no obligation issue and deliver, in the name of the transferee, a new Warrant Certificate containing the same terms as the surrendered Warrant Certificate. In the case of the transfer of fewer than all of the rights evidenced by the surrendered Warrant Certificate, the Company shall issue a new Warrant Certificate to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act Holder thereof for the remaining number of 1933, as amended (shares specified in the "Act"), or applicable state securities lawsWarrant Certificate so surrendered.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration StatementStatement (the "Effective Date"), and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative or of securities broker-dealers that participated in the Offering, upon written request to the Company (including a certificate of the Holder that the transferee is a permitted transferee under this Section 3) delivered in accordance with Section 12 hereof and upon delivery of the Warrant Certificate to the Company with the form of assignment at the end thereof duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender of the Warrants to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the WarrantsWarrants or Shares. However, the Company shall have no obligation to cause Warrants or Shares to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933Act, as amended the rules and regulations promulgated thereunder (the "ActRules and Regulations"), ) or applicable state securities laws, rules and regulations.

Transfer of Warrants. The Xxxxxxxxx Xxxx Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior whole (other than by will or pursuant to the first anniversary laws of the effective date of the Registration Statementdescent and distribution), and thereafter only except to bona fide officers, directors, shareholders, employees or registered representatives of Xxxxxxxxx Xxxx after twelve (12) months from the Representative upon written request to effective date (the "Effective Date") of the Registration Statement on Form S-1 filed by the Company delivered in accordance with Section 12 the Securities and Exchange Commission (the "Commission") on __________ __, 199_, as amended or supplemented (the "Registration Statement") and upon delivery of the Warrant Certificate thereof duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Xxxxxxxxx Xxxx Warrant or Xxxxxxxxx Xxxx Warrants to the persons entitled thereto. Any of the The Xxxxxxxxx Xxxx Warrants may be exchanged at the option of its the Holder thereof for another Xxxxxxxxx Xxxx Warrant, or other Warrants Xxxxxxxxx Xxxx Warrants, of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Xxxxxxxxx Xxxx Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws.

Transfer of Warrants. Subject to compliance with state and federal securities laws and the terms and conditions hereof, ILFC shall have the right to sell, transfer, negotiate, assign or grant participation in all or any part of ILFC's rights and obligations under this Warrant Agreement or under any Warrant Certificate. The Warrants will not Warrant Certificates shall be sold, transferred, assigned or hypothecated, in part or in whole, prior to transferable on the first anniversary books of the effective date of Company (the Registration Statement, and thereafter "Warrant Register") only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant Certificate or Warrants Warrant Certificates to the persons person entitled thereto. Any of Notwithstanding the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants Warrant Certificates to be transferred on its books to any person, if person unless the Holder of such transfer would violate Warrant Certificates shall furnish to the Company evidence of compliance with the Securities Act of 1933, as amended (the "Act"), in accordance with the provisions of Section 11 of this Warrant Agreement. The text of each new Warrant Certificate issued under Sections 3 or applicable state securities laws4 and of the form of election to purchase shares shall be as set forth in Exhibits A and B hereto and shall be exchanged and transferred and subject to adjustment in the same manner as if such new Warrant Certificate were the original Warrant Certificate issued to the Holder. Any Holder who transfers Warrants shall be responsible for and pay all costs and expenses associated with such transfer of Warrants to its transferee.

Transfer of Warrants. The Warrants Warrant and Warrant Shares will not be sold, transferred, assigned or hypothecatedtransferable, in part or in whole, prior to except only on the first anniversary books of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate thereof duly endorsed by the Warrant Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. The Warrant Holder shall provide the Company with five Business Days prior written notice of a proposed transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the The Warrants may be exchanged at the option of its the then Warrant Holder thereof, for another Warrant, or other Warrants Warrant of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Warrant Shares upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of Notwithstanding the Warrants. Howeverforegoing, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate unless the Warrant Holder or Warrant Holders thereof shall furnish to the Company reasonably satisfactory evidence of compliance with the Securities Act of 1933, as amended (the "Act"), or applicable state securities lawsin accordance with the provisions of Section 13 of this Agreement.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative Representatives upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. However, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock Shares upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. However, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws.

Transfer of Warrants. The Warrants will not be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, employees or registered representatives of the Representative Underwriters upon written request to the Company delivered in accordance with Section 12 and upon delivery of the Warrant Certificate duly endorsed by the Holder or by its his duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any of the The Warrants may be exchanged at the option of its the Holder thereof for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agent. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the Warrants. HoweverNotwithstanding the foregoing, the Company shall have no obligation to cause Warrants to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933, as amended (the "Act"), ) or applicable state securities laws.

Transfer of Warrants. The Warrants will not may only be sold, transferred, assigned or hypothecated, in part or in whole, prior to the first anniversary of the effective date of the Registration Statement, and thereafter only to bona fide officers, directors, shareholders, officers and employees or registered representatives of the Representative Agent upon written request to the Company (including a certificate of the Holder that the transferee is a permitted transferee under this Section 3) delivered in accordance with Section 12 hereof and upon delivery of the Warrant Certificate to the Company with the form of assignment at the end thereof duly endorsed by the Holder or by its duly authorized attorney or representative, or accompanied by proper evidence of succession, assignment or authority to transfer. In all cases of transfer by an attorney, the original power of attorney, duly approved, or an official copy thereof, duly certified, shall be deposited with the Company. In case of transfer by executors, administrators, guardians or other legal representatives, duly authenticated evidence of their authority shall be produced, produced and may be required to be deposited with the Company in its discretion. Upon any registration of transfer, the Company shall deliver a new Warrant or Warrants to the persons entitled thereto. Any Upon surrender of the Warrants to the Company or its duly authorized agent, any of the Warrants may be exchanged at the option of its Holder for other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of shares of Class A Common Stock upon surrender to the Company or its duly authorized agentStock. The Company may require payment of a sum sufficient to cover all taxes and other governmental charges that may be imposed in connection with any voluntary transfer, exchange or other disposition of the WarrantsWarrants or Shares. However, the Company shall have no obligation to cause Warrants or Shares to be transferred on its books to any person, if such transfer would violate the Securities Act of 1933Act, as amended the rules and regulations promulgated thereunder (the "ActRules and Regulations"), ) or applicable state securities laws, rules and regulations.