Transferability of Warrants. You agree that the Warrants are being acquired as an investment and not with a view to distribution thereof and that the Warrants may not be transferred, sold, assigned or hypothecated except as provided herein and in compliance with all applicable securities and other laws.
Transferability of Warrants. The Warrants, or any portion thereof, may only be transferred by the holder prior to exercise if (a) such transfer is made pursuant to an effective registration statement filed with the SEC, and provided the transfer is also in compliance with all applicable state securities laws; or (b) if the transferor provides the Company with a legal opinion from counsel to the transferor in form and content satisfactory to the Company and its counsel stating that registration is not required, and the transfer is in compliance with all applicable securities laws. In such an event, upon the written request of the holder, Ontro shall promptly re-issue the Warrants, or any portion thereof, to the holder's designated transferee(s) and shall re-issue any residual portion of such Warrants (if any) to the holder. The transferee shall be subject to the same terms and conditions, and shall enjoy the same rights, as the holder.
Transferability of Warrants. Subject to Section 2(f) hereof, the Warrants may be transferred by a Holder only with the prior written consent of the Company, which consent will not be unreasonably withheld. If transferred pursuant to this section, the Warrants may be transferred on the books of the Company by the Holder hereof upon surrender of the Warrant Certificate at the principal office of the Company, properly endorsed by the Holder and upon payment by the Holder of any necessary transfer tax or other governmental charge imposed upon such transfer. The Warrant Certificates are exchangeable at the principal office of the Company for Warrant Certificates to purchase the same aggregate number of shares of Warrant Stock, each new Warrant Certificate to represent the right to purchase such number of shares of Warrant Stock as the Holder of the Warrant Certificate shall designate at the time of such exchange. All Warrant Certificates issued on transfers or exchanges shall be dated the date of this Agreement and shall be identical to the presented Warrant Certificate except as to the number of shares of Warrant Stock issuable pursuant thereto.
Transferability of Warrants. Subject to the provisions of these Warrant Terms with respect to compliance with the Securities Act and limitations on assignments and transfers, including without limitation compliance with the provisions of the Warrant Agreement and Section 5 of these Warrant Terms, title to any Warrants issued hereunder may be transferred by endorsement (by the transferor and the transferee executing the assignment form attached as Exhibit C (the “Assignment Form”)) and delivery in the same manner as a negotiable instrument transferable by endorsement and delivery. Each Holder must provide any evidence of authority and other documentation that may be required by the Warrant Agent, including but not limited to, a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association. The Warrant Agent may also require an opinion of counsel satisfactory to the Warrant Agent that the transfer of the Warrants is being made in accordance with the Securities Act and applicable state securities laws.
Transferability of Warrants. You agree that the Warrants may not be transferred, sold, assigned or hypothecated, except to (i) persons who are officers or directors of you; (ii) the corporation owning at least 50% of your outstanding capital stock (the "Parent"), or to persons who are directors or officers of the Parent, provided that no transfer, sale, assignment or hypothecation to the Parent or to such persons shall be allowed for a period of one year after the effective date of the Registration Statement; (iii) the respective successors to you or the Parent in a merger or consolidation; (iv) the respective purchasers of all or substantially all of your assets; (v) your respective shareholders in the event you are liquidated or dissolved or (vi) any member of the selling group and/or the officers or partners thereof.
Transferability of Warrants. (a) At the option of the Holder thereof, the Warrants may be sold, assigned, transferred, pledged, encumbered or in any other manner transferred or disposed of, in whole or in part, but only in accordance with Section 5.4(b) hereof and in compliance with all applicable laws (a “Permitted Transfer”).
Transferability of Warrants. You agree that the Warrants are being acquired as an investment and not with a view to distribution thereof and that the Warrants may not be transferred, sold, assigned or hypothecated except as provided herein. You further acknowledge that the Warrants may not be transferred, sold, assigned or hypothecated unless pursuant to a registration statement that has become effective under the Securities Act of 1933, as amended ("Act"), setting forth the terms of such offering and other pertinent data with respect thereto, or unless you have provided the Company with an acceptable opinion from acceptable counsel that such registration is not required. Certificates representing the Warrants shall bear an appropriate legend.
Transferability of Warrants. VKCO agrees that the Warrants may not be transferred, sold, assigned or hypothecated except: (i) to its successors in a merger or consolidation or other business combination; (ii) to purchasers of all or substantially all of its assets; (iii) to any officers or partners of VKCO; (iv) by operation of law; or (v) as permitted below in this Section 3. VKCO further agrees that the Company shall have no obligation to effect any transfer of the Warrants during the time period referred to above, unless the transferee, purchaser, assignee or pledgee, as the case may be, has executed an agreement obligating the transferee to comply with all terms and conditions of this Warrant Agreement applicable to the transferor.
Transferability of Warrants. The Warrants are separate and detachable from this Note. Neither a forced conversion nor a redemption of this Note shall have any effect on the Warrants.
Transferability of Warrants. 3.3 Notwithstanding any other provision of this Agreement, Rio Tinto will have no right to Transfer any of the Series A Warrants or the Series B Warrants other than to any person who is a member of the Rio Tinto Group who covenants and agrees in writing with Ivanhoe to assume all Back to Contents of Rio Tinto’s obligations under this Agreement in respect of the Series A Warrants or the Series B Warrants or any Ivanhoe Shares acquired by it.
