Common use of Warrants Transferable Clause in Contracts

Warrants Transferable. Subject to compliance with applicable federal and state securities laws and compliance with the same transfer restriction under Section 4.9 of the Shareholders Agreement, this Warrant and all rights hereunder may only be transferred to the Affiliates of the Holder, in whole and without charge to the holder hereof (except for transfer taxes), upon surrender of this Warrant properly endorsed and the delivery of Assignment Form in the form attached hereto as Exhibit B. Each taker and holder of this Warrant, by taking or holding the same, consents and agrees that this Warrant, when endorsed in blank, shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company, at the Company’s option, and all other persons dealing with this Warrant as the absolute owner hereof for any purpose and as the person entitled to exercise the rights represented by this Warrant, or to the transfer hereof on the books of the Company and notice to the contrary notwithstanding; but until such transfer on such books, the Company may treat the registered owner hereof as the owner for all purposes. Without prejudice to the aforesaid restrictions in this Section 6, for the purpose of this Warrant, all provisions and restrictions on transfer or otherwise disposal of shares of the Company held by the Holder provided in the Shareholders Agreement shall apply to any transfer of this Warrant or all rights hereunder mutatis mutandis.

Warrants Transferable. Subject to compliance with applicable federal This Warrant and state securities laws and compliance with all rights hereunder are --------------------- transferable, in whole or in part, at the same transfer restriction under Section 4.9 principal offices of the Shareholders AgreementCompany by the Holder hereof, upon surrender of this Warrant properly endorsed; provided, -------- however, that in each case the minimum number of Warrant Shares being ------- transferred by the Holder shall not be less than 1,000 Warrant Shares; provided, further, that without the prior written consent of the Company, this Warrant and all rights hereunder may only be transferred only (i) to an affiliate of the initial Holder hereof or successor in interest to any such person in a transaction exempt from registration under the 1933 Act, provided that the Company receives an opinion of counsel that such transfer may be effected without registration under the 1933 Act; or (ii) pursuant to the Affiliates of the Holder, in whole and without charge to the holder hereof (except for transfer taxes), upon surrender registration of this Warrant properly endorsed and or the delivery of Assignment Form in Warrant Shares under the form attached hereto as Exhibit B. Each taker and holder of this Warrant, by taking 1933 Act or holding subsequent to one year from the same, consents and agrees that this Warrant, when endorsed in blank, date hereof pursuant to an available exemption from such registration. It shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company, at the Company’s option, and all other persons dealing with this Warrant as the absolute owner hereof for any purpose and as the person entitled a condition to exercise the rights represented by this Warrant, or to the transfer hereof on the books of the Company and notice to the contrary notwithstanding; but until such transfer on such books, the Company may treat the registered owner hereof as the owner for all purposes. Without prejudice to the aforesaid restrictions in this Section 6, for the purpose of this Warrant, all provisions and restrictions on transfer or otherwise disposal of shares of the Company held by the Holder provided in the Shareholders Agreement shall apply to any transfer of this Warrant that the transferee agrees to be bound by the restrictions on transfer contained in Section 3(b)(ix) of the Agency Agreement. Further, the Holder hereby covenants that it will not pledge or all rights hereunder mutatis mutandisotherwise enter into any transaction or device which is designed to (including, without limitation, through entering into a cash-settled derivative instrument) result in the sale of any warrant Shares prior to the effective date of a registration statement relating to the resale of the Warrant Shares. It shall be a condition to transfer of this Warrant that the transferee agrees to be bound by the restrictions on transfer contained in the previous sentence.

Warrants Transferable. Subject to compliance with applicable federal This Warrant and state securities laws and compliance with all rights hereunder are --------------------- transferable, in whole or in part, at the same transfer restriction under Section 4.9 principal offices of the Shareholders AgreementCompany by the Holder hereof, upon surrender of this Warrant properly endorsed; provided, -------- however, that in each case the minimum number of Warrant Shares being ------- transferred by the Holder shall not be less than 1,000 Warrant Shares; provided, further, that without the prior written consent of the Company, this Warrant and all rights hereunder may only be transferred only (i) to the Affiliates an affiliate of the Holderinitial Holder hereof or successor in interest to any such person in a transaction exempt from registration under the 1933 Act, in whole and without charge to it being understood that each member of Prime Ventures, LLC shall be deemed an affiliate of the holder hereof (except initial Holder for transfer taxes), upon surrender of this Warrant properly endorsed and the delivery of Assignment Form in the form attached hereto as Exhibit B. Each taker and holder purposes of this Warrant, by taking provided that the Company receives an opinion of counsel that such a transfer may be effected without registration under the 1933 Act; or holding (ii) pursuant to the sameregistration of this Warrant or the Warrant Shares under the 1933 Act or subsequent to one year from the date hereof pursuant to an available exemption from such registration. Further, consents and agrees the Holder hereby covenants that this Warrantit will not pledge or otherwise enter into any transaction or device which is designed to (including, when endorsed without limitation, through entering into a cash-settled derivative instrument) result in blank, the sale of any Warrant Shares prior to the effective date of a registration statement relating to the resale of the Warrant Shares. It shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company, at the Company’s option, and all other persons dealing with this Warrant as the absolute owner hereof for any purpose and as the person entitled a condition to exercise the rights represented by this Warrant, or to the transfer hereof on the books of the Company and notice to the contrary notwithstanding; but until such transfer on such books, the Company may treat the registered owner hereof as the owner for all purposes. Without prejudice to the aforesaid restrictions in this Section 6, for the purpose of this Warrant, all provisions and restrictions on transfer or otherwise disposal of shares of the Company held by the Holder provided in the Shareholders Agreement shall apply to any transfer of this Warrant or all rights hereunder mutatis mutandisthat the transferee agrees to be bound by the restrictions on transfer contained in the previous sentence.

Warrants Transferable. Subject to compliance with applicable federal and state securities laws and compliance the transfer restrictions set forth in the “Agreement” with respect to the same transfer restriction under Section 4.9 of Series C Preferred Stock which shall apply equally to this Warrant and the Shareholders Agreementunderlying Warrant Shares, in connection with which this Warrant was issued, this Warrant and all rights hereunder may only be transferred to the Affiliates of the Holdertransferred, in whole and or in part, without charge to the holder hereof (except for transfer taxes), upon the prior written consent of the Company and, thereafter, upon surrender of this Warrant properly endorsed and in compliance with the delivery provisions of Assignment Form in the form attached hereto as Exhibit B. Agreement. Each taker and holder of this Warrant, by taking or holding the same, consents and agrees that this Warrant, when endorsed in blank, shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company, at the Company’s option, and all other persons dealing with this Warrant as the absolute owner hereof for any purpose and as the person entitled to exercise the rights represented by this Warrant, or to the transfer hereof on the books of the Company and notice to the contrary notwithstanding; but until such transfer on such books, the Company may treat the registered owner hereof as the owner for all purposes. Without prejudice to the aforesaid restrictions in this Section 6, for the purpose of this Warrant, all provisions and restrictions on transfer or otherwise disposal of shares of the Company held by the Holder provided in the Shareholders Agreement shall apply to any transfer of this Warrant or all rights hereunder mutatis mutandis.

Warrants Transferable. Subject to compliance with applicable federal and state securities laws and compliance with the same transfer restriction under Section 4.9 of the Shareholders Agreement, this This Warrant and all rights hereunder may only be transferred to the Affiliates of the Holderare --------------------- transferable, in whole and or in part, without charge to the holder hereof, at the office or agency of the Company referred to in paragraph 1 by the holder hereof (except for transfer taxes)in person or by duly authorized attorney, upon surrender of this Warrant properly endorsed and the delivery of Assignment Form in the form attached hereto as Exhibit B. endorsed, provided that such holder or its transferee pays any applicable stamp or transfer taxes. Each taker and holder of this Warrant, by taking or holding the same, consents and agrees that this Warrant, when endorsed in blank, shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company, at the Company’s option, Company and all other persons dealing with this Warrant as the absolute owner hereof for any purpose and as the person entitled to exercise the rights represented by this Warrant, or to the transfer hereof on the books of the Company and Company, any notice to the contrary notwithstanding; but until such transfer on such books, the Company may treat the registered owner holder hereof as the owner for all purposes. Without prejudice Primus represents that it is not acquiring this Warrant with a view to or for sale in connection with any distribution thereof within the aforesaid restrictions in this Section 6, for the purpose of this Warrant, all provisions and restrictions on transfer or otherwise disposal of shares meaning of the Company held by Act, provided that the Holder provided in the Shareholders Agreement disposition of Primus's property shall apply to any transfer of this Warrant or at all rights hereunder mutatis mutandistimes be and remain within its control.

Warrants Transferable. Subject to compliance with applicable federal and state securities laws and compliance with the same transfer restriction restrictions set forth in that certain Note and Warrant Purchase Agreement dated as of ________, 2010, by and among the Company and the investors set forth in the Schedule of Investors attached thereto as Exhibit A (the “Agreement”), under Section 4.9 of the Shareholders Agreementwhich this Warrant was issued, this Warrant and all rights hereunder may only be transferred to the Affiliates of the Holdertransferred, in whole and or in part, without charge to the holder hereof (except for transfer taxes), upon the prior written consent of the Company and, thereafter, upon surrender of this Warrant properly endorsed and in compliance with the delivery provisions of Assignment Form in the form attached hereto as Exhibit B. Agreement. Each taker and holder of this Warrant, by taking or holding the same, consents and agrees that this Warrant, when endorsed in blank, shall be deemed negotiable, and that the holder hereof, when this Warrant shall have been so endorsed, may be treated by the Company, at the Company’s option, and all other persons dealing with this Warrant as the absolute owner hereof for any purpose and as the person entitled to exercise the rights represented by this Warrant, or to the transfer hereof on the books of the Company and notice to the contrary notwithstanding; but until such transfer on such books, the Company may treat the registered owner hereof as the owner for all purposes. Without prejudice to the aforesaid restrictions in this Section 6, for the purpose of this Warrant, all provisions and restrictions on transfer or otherwise disposal of shares of the Company held by the Holder provided in the Shareholders Agreement shall apply to any transfer of this Warrant or all rights hereunder mutatis mutandis.