Common use of Effects of Termination on Offered Shares Clause in Contracts

Effects of Termination on Offered Shares. (a) If, after application and registration of the Firm Capital Increase and/or any Over-Allotment Capital Increase with the Commercial Register of the Canton of Vaud pursuant to Section 4(c) or Section 5(b), prior to the First Closing Date or the relevant Optional Closing Date, as the case may be, this Agreement is terminated pursuant to Section 12, or if the delivery of the Firm Securities or Applicable Optional Securities to the Representatives for the account of the several Underwriters is not completed on the First Closing Date or the relevant Optional Closing Date, as the case may be (each, an “Event of Non-Completion”), and unless the Company and the Representatives, acting on behalf of the several Underwriters, otherwise agree within ten calendar days after the Event of Non-Completion, then: (i) the Company shall have a call option against the Underwriters pursuant to Section 14(b); (ii) if the call option is not exercised, the Representatives acting on behalf of the several Underwriters shall have a put option against the Company pursuant to Section 14(c); (iii) if the put option is not possible for legal reasons or insufficient to dispose of the Firm Securities or Applicable Optional Securities, as applicable, or if such put option is not exercised within the deadline set forth in Section 14(c), the Company shall effect a capital reduction pursuant to Section 14(d); and (iv) if the capital reduction is not effected in accordance with Section 14(d), the Underwriters may sell the Firm Securities or Applicable Optional Securities, as applicable, in the market as provided in Section 14(e).

Effects of Termination on Offered Shares. (a) If, If this Agreement is terminated after application and registration of the Firm Capital Increase and/or any Over-Allotment Capital Increase Company having filed the relevant documentation with the Commercial Register of the Canton of Vaud pursuant to Section 4(c) or Section 5(b), prior to for registration of the First Closing Date or the relevant Optional Closing Date, as the case may be, this Agreement is terminated pursuant to Section 12Capital Increase, or if the delivery of the Firm Securities or Applicable Optional Securities Offered Shares to the Representatives for the account of the several Underwriters is not completed on the First Closing Date or the relevant Optional Closing Date, as the case may be (each, an “Event of Non-Completion”), and unless the Company and the Representatives, acting on behalf of the several Underwriters, otherwise agree within ten calendar days after the Event of Non-Completion, then: (i) the Company shall, at the request of the Representatives, use its best efforts to withdraw the Commercial Register filing before registration of the Capital Increase in the Commercial Register of the Canton of Vaud, and if so withdrawn, shall proceed in accordance with the paragraph following Section 3(c)(iii) starting with the words “provided, however,”; (ii) if a withdrawal of the Commercial Register filing is not possible, the Company shall have a call option against the Underwriters pursuant to Section 14(b‎Section 15(b); (iiiii) if the call option is not exercised, the Representatives acting on behalf of the several Underwriters shall have a put option against the Company pursuant to Section 14(c‎Section 15(c); (iiiiv) if the put option is cannot possible be exercised for legal reasons or is insufficient to dispose of the Firm Securities or Applicable Optional Securities, as applicableOffered Shares, or if such put option is not exercised within the deadline set forth in Section 14(c‎Section 15(c), the Company shall effect a capital reduction pursuant to Section 14(d15(d); and (ivv) if the capital reduction is not effected in accordance with Section 14(d15(d), the Underwriters may sell the Firm Securities or Applicable Optional Securities, as applicable, Offered Shares in the market as provided in Section 14(e‎Section 15(e).

Effects of Termination on Offered Shares. (a) If, after application and registration of the Firm Capital Increase and/or any Over-Allotment Capital Increase with the Commercial Register of the Canton of Vaud Zug pursuant to Section 4(c3(c) or Section 5(b4(b), prior to the First Closing Date or the relevant Optional Option Closing Date, as the case may be, this Agreement is terminated pursuant to Section 1214, or if the delivery of the Firm Securities Shares or Applicable Optional Securities Shares to the Representatives Representative for the account of the several Underwriters is not completed on the First Closing Date or the relevant Optional Option Closing Date, as the case may be (each, an “Event of Non-Completion”), and unless the Company and the RepresentativesRepresentative, acting on behalf of the several Underwriters, otherwise agree within ten calendar days after the Event of Non-Completion, then: (i) the Company shall have a call option against the Underwriters pursuant to Section 14(b15(b); (ii) if the call option is not exercised, the Representatives Representative acting on behalf of the several Underwriters shall have a put option against the Company pursuant to Section 14(c15(c); (iii) if the put option is not possible for legal reasons or insufficient to dispose of the Firm Securities Shares or Applicable Optional SecuritiesShares, as applicable, or if such put option is not exercised within the deadline set forth in Section 14(c15(c), the Company shall effect a capital reduction pursuant to Section 14(d15(d); and (iv) if the capital reduction is not effected in accordance with Section 14(d15(d), the Underwriters may sell the Firm Securities Shares or Applicable Optional SecuritiesShares, as applicable, in the market as provided in Section 14(e15(e).

Effects of Termination on Offered Shares. (a) If, after application and registration of the Firm Capital Increase and/or any Over-Allotment Capital Increase with the Commercial Register of the Canton of Vaud Zug pursuant to Section 4(c3(c) or Section 5(b4(b), prior to the First Closing Date or the relevant Optional Option Closing Date, as the case may be, this Agreement is terminated pursuant to Section 1214, or if the delivery of the Firm Securities Shares or Applicable Optional Securities Shares to the Representatives for the account of the several Underwriters is not completed on the First Closing Date or the relevant Optional Option Closing Date, as the case may be (each, an “Event of Non-Completion”), and unless the Company and the Representatives, acting on behalf of the several Underwriters, otherwise agree within ten calendar days after the Event of Non-Completion, then: (i) the Company shall have a call option against the Underwriters pursuant to Section 14(b15(b); (ii) if the call option is not exercised, the Representatives acting on behalf of the several Underwriters shall have a put option against the Company pursuant to Section 14(c15(c); (iii) if the put option is not possible for legal reasons or insufficient to dispose of the Firm Securities Shares or Applicable Optional SecuritiesShares, as applicable, or if such put option is not exercised within the deadline set forth in Section 14(c15(c), the Company shall effect a capital reduction pursuant to Section 14(d15(d); and (iv) if the capital reduction is not effected in accordance with Section 14(d15(d), the Underwriters may sell the Firm Securities Shares or Applicable Optional SecuritiesShares, as applicable, in the market as provided in Section 14(e15(e).