Registration of Transfers Clause Example with 76 Variations from Business Contracts

This page contains Registration of Transfers clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Registration of Transfers. Subject to compliance with all applicable securities laws, the Company shall register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, with the Form of Assignment attached as Schedule 2 hereto duly completed and signed, to the Company at its address specified in the Purchase Agreement and (x) delivery, at the request of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect that the transfer of such po...rtion of this Warrant may be made pursuant to an available exemption from the registration requirements of the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. Upon any such registration or transfer, a new Warrant to purchase Common Stock in substantially the form of this Warrant (any such new Warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall prepare, issue and deliver at its own expense any New Warrant under this Section 3. View More Arrow

Variations of a "Registration of Transfers" Clause from Business Contracts

Registration of Transfers. Subject to compliance with all applicable securities laws, the The Company shall register the transfer and/or assignment of all or any portion of this Warrant (a "Permitted Transferee") in the Warrant Register, upon surrender of this Warrant, with the Form of Assignment attached as Schedule 2 hereto duly completed and signed, to the Company at its address specified in the Purchase Agreement and (x) delivery, at the request of the Company, of an opinion of counsel reasonably satisfactory to the C...ompany to the effect that the transfer of such portion of this Warrant may be made pursuant to an available exemption from the registration requirements of the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. herein. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock Stock, in substantially the same form of this Warrant (any such new Warrant, warrant, a "New Warrant") Warrant"), evidencing the portion of this Warrant so transferred shall be issued to the transferee, Permitted Transferee and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee Permitted Transferee thereof shall be deemed the acceptance by such transferee Permitted Transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect a holder of this a Warrant. The Company shall prepare, issue and deliver at its own expense any New Warrant under this Section 3. View More Arrow
Registration of Transfers. Subject to compliance with all applicable securities laws, the Company shall shall, or will cause the Warrant Agent to, register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, together with a written assignment of this Warrant substantially in the Form of Assignment form attached hereto as Schedule 2 hereto duly completed executed by the Holder, and signed, to the Company at its address specified in the Purchase Agreement and (x) deliv...ery, at the request payment for all applicable transfer taxes accompanied by reasonable evidence of authority of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect party making such request that the transfer of such portion of this Warrant may be made pursuant to an available exemption from required by the registration requirements Warrant Agent including, but not limited to, the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. Transfer Association. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The 245295022 v6 EX-4.1The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall shall, or will cause the Warrant Agent to, prepare, issue and deliver at its the Company's own expense any New Warrant under this Section 3. Until due presentment for registration of transfer, the Company may treat the registered Holder hereof as the owner and holder for all purposes, and the Company shall not be affected by any notice to the contrary. View More Arrow
Registration of Transfers. Subject to compliance with all applicable securities laws, the Company shall shall, or will cause the Warrant Agent to, register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, together with a written assignment of this Warrant substantially in the Form of Assignment form attached hereto as Schedule 2 hereto duly completed executed by the Holder, and signed, to the Company at its address specified in the Purchase Agreement and (x) deliv...ery, at the request payment for all applicable transfer taxes accompanied by reasonable evidence of authority of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect party making such request that the transfer of such portion of this Warrant may be made pursuant to an available exemption from required by the registration requirements Warrant Agent including, but not limited to, the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. Transfer Association. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall shall, or will cause the Warrant Agent to, prepare, issue and deliver at its the Company's own expense any New Warrant under this Section 3. Until due presentment for registration of transfer, the Company may deem and treat the registered Holder of this Warrant as the absolute owner and holder for all purposes, absent actual notice to the contrary. View More Arrow
Registration of Transfers. Subject to compliance with all applicable securities laws, the Company shall shall, or will cause the Warrant Agent to, register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, together with a written assignment of this Warrant substantially in the Form of Assignment form attached hereto as Schedule 2 hereto duly completed executed by the Holder, and signed, to the Company at its address specified in the Purchase Agreement and (x) deliv...ery, at the request payment for all applicable transfer taxes accompanied by reasonable evidence of authority of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect party making such request that the transfer of such portion of this Warrant may be made pursuant to an available exemption from required by the registration requirements Warrant Agent including, but not limited to, the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. Transfer Association. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock or Pre-Funded Warrants in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall shall, or will cause the Warrant Agent to, prepare, issue and deliver at its the Company's own expense any New Warrant under this Section 3. Until due presentment for registration of transfer, the Company may treat the registered Holder hereof as the owner and holder for all purposes, and the Company shall not be affected by any notice to the contrary. View More Arrow
Registration of Transfers. Subject to compliance with all applicable securities laws, the Company shall shall, or will cause the Warrant Agent to, register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, together with a written assignment of this Warrant substantially in the Form of Assignment form attached hereto as Schedule 2 hereto duly completed executed by the Holder, and signed, to the Company at its address specified in the Purchase Agreement and (x) deliv...ery, at the request payment for all applicable transfer taxes accompanied by reasonable evidence of authority of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect party making such request that the transfer of such portion of this Warrant may be made pursuant to an available exemption from required by the registration requirements Warrant Agent including, but not limited to, the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. Transfer Association. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall shall, or will cause the Warrant Agent to, prepare, issue and deliver at its the Company's own expense any New Warrant under this Section 3. Until due presentment for registration of transfer, the Company may treat the registered Holder hereof as the owner and holder for all purposes, and the Company shall not be affected by any notice to the contrary. View More Arrow
Registration of Transfers. Subject to compliance with all applicable securities laws, the Company shall shall, or will cause its Transfer Agent to, register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, together with a written assignment of this Warrant substantially in the Form of Assignment form attached hereto as Schedule 2 hereto duly completed executed by the Holder, and signed, to the Company at its address specified in the Purchase Agreement and (x) deli...very, at the request payment for all applicable transfer taxes accompanied by reasonable evidence of authority of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect party making such request that the transfer of such portion of this Warrant may be made pursuant to an available exemption from required by the registration requirements warrant agent including, but not limited to, the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. Transfer Association. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall shall, or will cause its Transfer Agent to, prepare, issue and deliver at its the Company's own expense any New Warrant under this Section 3. Until due presentment for registration of transfer, the Company may treat the registered Holder hereof as the owner and holder for all purposes, and the Company shall not be affected by any notice to the contrary. View More Arrow
Registration of Transfers. Subject This Warrant and all rights hereunder are transferable in whole or in part upon the books of the Company by the Holder hereof; provided, however, that the transferee shall agree in writing to compliance with all applicable securities laws, be bound by the terms and subject to the conditions of this Warrant. The Company shall register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, with the Form of Assignment attached as Schedule... 2 hereto duly completed and signed, to the Company at its address specified in the Purchase Agreement and (x) delivery, at the request of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect that the transfer of such portion of this Warrant may be made pursuant to an available exemption from the registration requirements of the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. herein. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock Stock, in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") Warrant"), evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect a holder of this a Warrant. The Company shall prepare, issue and deliver at its own expense any New Warrant under this Section 3. View More Arrow
Registration of Transfers. Subject to compliance with all applicable securities laws, the The Company shall register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, with an assignment, in the Form of Assignment form attached as Schedule 2 hereto hereto, duly completed and signed, to the Company at its address specified in the Purchase Agreement and (x) delivery, at the request of the Company, of an opinion of counsel reasonably satisfactory to the Company to the ...effect that the Company's transfer of such portion of this Warrant may be made pursuant to an available exemption from the registration requirements of the Securities Act and all applicable state securities agent or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. 12325 Emmet Street, Omaha, Nebraska 68164, Attention: Chief Executive Officer. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") evidencing the portion of this Warrant so transferred shall be issued to the transferee, and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect of this Warrant. The Company shall prepare, issue and deliver at its own expense any New Warrant under this Section 3. 2. View More Arrow
Registration of Transfers. Subject to compliance with all applicable federal and state securities laws, this Warrant and all rights hereunder are transferable in whole or in part upon the books of the Company by the Holder hereof at any time and without restriction; provided, however, that the transferee shall agree in writing to be bound by the terms and subject to the conditions of this Warrant. The Company shall register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this ...Warrant, with the Form of Assignment attached as Schedule 2 hereto duly completed and signed, to the Company at its address specified in the Purchase Agreement and (x) delivery, at the request of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect that the transfer of such portion of this Warrant may be made pursuant to an available exemption from the registration requirements of the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. herein. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock Stock, in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") Warrant"), evidencing the portion of this Warrant so transferred shall be issued to the transferee, transferee and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect a holder of this Warrant. The Company shall prepare, issue and deliver at its own expense any New Warrant under this Section 3. View More Arrow
Registration of Transfers. Subject This Warrant and all rights hereunder are transferable in whole or in part upon the books of the Company by the Holder hereof; provided, however, that the transferee shall agree in writing to compliance with all applicable securities laws, be bound by the terms and subject to the conditions of this Warrant. The Company shall register the transfer of all or any portion of this Warrant in the Warrant Register, upon surrender of this Warrant, with the Form of Assignment attached as Schedule... 2 hereto duly completed and signed, to the Company at its address specified in the Purchase Agreement and (x) delivery, at the request of the Company, of an opinion of counsel reasonably satisfactory to the Company to the effect that the transfer of such portion of this Warrant may be made pursuant to an available exemption from the registration requirements of the Securities Act and all applicable state securities or blue sky laws and (y) delivery by the transferee of a written statement to the Company certifying that the transferee is an "accredited investor" as defined in Rule 501(a) under the Securities Act, to the Company at its address specified in the Purchase Agreement. herein. Upon any such registration or transfer, a new Warrant warrant to purchase Common Stock Stock, in substantially the form of this Warrant (any such new Warrant, warrant, a "New Warrant") Warrant"), evidencing the portion of this Warrant so transferred shall be issued to the transferee, transferee and a New Warrant evidencing the remaining portion of this Warrant not so transferred, if any, shall be issued to the transferring Holder. The acceptance of the New Warrant by the transferee thereof shall be deemed the acceptance by such transferee of all of the rights and obligations in respect of the New Warrant that the Holder has in respect a holder of this a Warrant. The Company shall prepare, issue and deliver at its own expense any New Warrant under this Section 3. View More Arrow