Common use of Transfers of Rights Clause in Contracts

Transfers of Rights. (a) None of the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai transfers any rights under this Agreement to a Permitted Transferee, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares), have the rights of Huatai under this Agreement, but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai and the other Permitted Transferees as a party to this Agreement and has assumed the rights and obligations of Huatai hereunder with respect to the rights transferred to it by Huatai. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huatai’s obligations under this Agreement and the rights not so transferred shall continue. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144), shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable Shares.

Transfers of Rights. (a) None of If the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai Investor transfers any rights under this Agreement to a Permitted TransfereeTransferee in accordance with the Purchase Agreement, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Investor, also have the rights of Huatai the Investor under this Agreement, but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai the Investor and the other Permitted Transferees as a party to this Agreement and has assumed the rights and obligations of Huatai the Investor hereunder with respect to the rights transferred to it by Huataithe Investor. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huataithe Investor’s obligations under this Agreement Agreement, and the rights not so transferred transferred, shall continue, provided that under no circumstances shall the Company be required to provide more than one Demand Registrations or Shelf Registration. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Purchase Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Shares, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable Shares.

Transfers of Rights. (a) None of the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai Seller transfers any rights under this Agreement Registrable Securities to a Permitted TransfereeTransferee in accordance with the Purchase Agreement, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Seller, also have the rights of Huatai Seller under this AgreementAgreement with respect to such Registrable Securities (including all of Seller’s rights in Section 8), but only if the Permitted Transferee signs and delivers to the Company Purchaser a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai Seller and the other Permitted Transferees as a party to this Agreement and has assumed assumed, severally but not jointly, the rights and obligations of Huatai Seller hereunder with respect to the rights Registrable Securities transferred to it by HuataiSeller. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the CompanyPurchaser’s reasonable satisfaction. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and HuataiSeller’s obligations under this Agreement Agreement, and the rights with respect to the Registrable Securities not so transferred transferred, shall continue. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Purchase Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Securities, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable SharesSecurities.

Transfers of Rights. (a) None If the Investor transfers the Registrable Shares it owns to a third party, such party shall succeed to the rights and obligations of the rights of Huatai Investor under this Agreement shall be transferrable with respect to any other Person except for Permitted Transferees. If Huatai transfers any rights under this Agreement to a Permitted Transferee, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares), have the rights of Huatai under this Agreement, but only if (i) the Permitted Transferee Investor transfers an amount of Registrable Shares to such party that represents, or if converted into Common Shares would represent, at least 10% of the then issued and outstanding Common Shares, (ii) the transfer complies with Section 10 of this Agreement and the Investment Agreement and (iii) such party signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai and succeeded to the other Permitted Transferees Investor as a party to this Agreement and has assumed the rights and obligations of Huatai hereunder with respect to the rights transferred to it by HuataiInvestor hereunder. Each such transfer shall be effective when (but only when) the Permitted Transferee transferred securities are registered in the name of the transferee and the transferee has signed and delivered such the written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee transferee shall automatically become and have the rights and obligations of an Investor with respect to the Registrable Shares so transferred, and Huatai’s obligations under this Agreement transferred and the transferor shall automatically cease to be and to have the rights not so and obligations of an Investor with respect to any and all Shares (including the transferred Registrable Shares), provided that the rights and obligations of the transferor arising under Section 10 or otherwise hereunder with respect to periods and matters existing before such cessation shall continuesurvive such cessation. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Investment Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Shares, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable Shares.

Transfers of Rights. (a) None of If the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai Investor transfers any rights under this Agreement to a Permitted TransfereeTransferee in accordance with the Purchase Agreement, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Investor, also have the rights of Huatai the Investor under this Agreement, but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai the Investor and the other Permitted Transferees as a party to this Agreement and has assumed the rights and obligations of Huatai the Investor hereunder with respect to the rights transferred to it by Huataithe Investor. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huataithe Investor’s obligations under this Agreement Agreement, and the rights not so transferred transferred, shall continue, provided that under no circumstances shall the Company be required to provide (i) more than three Demand Registrations and (ii) more than one S-3 Shelf Registration (or two in the event the Investor elects to exchange one of its Demand Registrations for a S-3 Shelf Registration). Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Purchase Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Shares, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable Shares.

Transfers of Rights. If 3G or Berkshire (aor any Permitted Transferee thereof) None of the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai transfers any rights under this Agreement to a Permitted Transferee, such Permitted Transferee shall, together with 3G, Berkshire and all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Transferees, also have the rights of Huatai an Investor under this Agreement, but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company, 3G and Berkshire) that it has joined with Huatai and the other Permitted Transferees as a party to this Agreement and has assumed the rights and obligations of Huatai an Investor hereunder with respect to the rights transferred to it by Huatai3G or Berkshire, as applicable. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huatai’s the obligations of an Investor under this Agreement and the rights not so transferred shall continueAgreement. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Shares, shall have any rights under this Agreement with respect to such securitiessecurities as an Investor or otherwise, and such securities shall not have the benefits afforded hereunder to Registrable Shares.

Transfers of Rights. (a) None of If the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai Investor transfers any rights under this Agreement Registrable Securities to a Permitted TransfereeTransferee in accordance with the Investment Agreement, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Investor, also have the rights of Huatai the Investor under this AgreementAgreement with respect to such Registrable Securities, but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai the Investor and the other Permitted Transferees as a party to this Agreement and has assumed assumed, severally but not jointly, the rights and obligations of Huatai the Investor hereunder with respect to the rights Registrable Securities transferred to it by Huataithe Investor. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huataithe Investor’s obligations under this Agreement Agreement, and the rights with respect to the Registrable Securities not so transferred transferred, shall continue. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Investment Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Securities, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable SharesSecurities.

Transfers of Rights. (a) None of If the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai Investor transfers any rights under this Agreement to a Permitted TransfereeTransferee in accordance with the Purchase Agreement, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Investor, also have the rights of Huatai the Investor under this Agreement, but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai the Investor and the other Permitted Transferees as a party to this Agreement and has assumed the rights and obligations of Huatai the Investor hereunder with respect to the rights transferred to it by Huataithe Investor. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the Company. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huataithe Investor’s obligations under this Agreement Agreement, and the rights not so transferred transferred, shall continue, provided that under no circumstances shall the Company be required to provide (i) more than three Demand Registrations and (ii) more than one Shelf Registration (or two in the event the Investor elects to exchange one of its Demand Rights for a Shelf Registration). Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Purchase Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Shares, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable Shares.

Transfers of Rights. (a) None of If the rights of Huatai under this Agreement shall be transferrable to any other Person except for Permitted Transferees. If Huatai Holder transfers any rights under this Agreement Registrable Securities to a Permitted TransfereeTransferee in accordance with the Purchase Agreement, such Permitted Transferee shall, together with all other such Permitted Transferees and Huatai (to the extent Huatai continues to hold Registrable Shares)Holder, also have the rights of Huatai the Holder under this AgreementAgreement with respect to such Registrable Securities (including all of the Holder’s rights in Section 8), but only if the Permitted Transferee signs and delivers to the Company a written acknowledgment (in form and substance satisfactory to the Company) that it has joined with Huatai the Holder and the other Permitted Transferees as a party to this Agreement and has assumed assumed, severally but not jointly, the rights and obligations of Huatai the Holder hereunder with respect to the rights Registrable Securities transferred to it by Huataithe Holder. Each such transfer shall be effective when (but only when) the Permitted Transferee has signed and delivered such the written acknowledgment to the Company’s reasonable satisfaction. Upon any such effective transfer, the Permitted Transferee shall automatically have the rights and obligations so transferred, and Huataithe Holder’s obligations under this Agreement Agreement, and the rights with respect to the Registrable Securities not so transferred transferred, shall continue. Notwithstanding any other provision of this Agreement, no Person who acquires securities transferred in violation of this Agreement or the Purchase Agreement, or who acquires securities that are not or upon acquisition cease to be Registrable Shares (including any securities acquired in an underwritten offering or pursuant to Rule 144)Securities, shall have any rights under this Agreement with respect to such securities, and such securities shall not have the benefits afforded hereunder to Registrable SharesSecurities.