Common use of Failure to Exercise Clause in Contracts

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen thirty (1530) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of a ten (10) day period from the date of the Second Participation PeriodNotice, or in the event twenty (20) day period from the date of the First Participation Notice (if no Participation Rights Holder Shareholder exercises the its Right of Participation within fifteen (15) days following the issuance of the First Participation Noticesuch 20-day period), the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right Rights of Participation hereunder were not exercised) at the same or higher price and upon non-price on terms not materially more favorable to the purchasers thereof than those specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any such New Securities without again first offering such New Securities to the Participation Rights Holders Shareholders pursuant to this Section 33 (Right of Participation).

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation Preemptive Rights within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation PeriodPeriod and to the extent that not all New Securities have been subscribed for by the Participation Rights Holders, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen fourteen (1514) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) 60 days thereafter to sell the New Securities described in the First Participation Notice (with respect the portion to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 60 day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty days (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercisedany remaining New Securities) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice, provided that the prospective purchaser of such New Securities shall comply with this Agreement and the Restated Articles, as maybe amended from time to time, to the fullest extent. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty days (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen twenty (1520) business days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty days (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercisedany remaining New Securities) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice, provided that the prospective purchaser of such New Securities shall comply with this Agreement and the Fifth Restated Articles, as maybe amended from time to time, to the fullest extent. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty days (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Preemptive Rights Holder exercises the Right of Participation Preemptive Rights within fifteen thirty (1530) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day days period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Preemptive Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to Section 3 of this Section 3Appendix.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises Holders exercise the Right of Participation within fifteen with respect to the New Securities described in the First Participation Notice, after twenty (1520) days Business Days following the issuance date of the First Participation Notice, the Company shall have a period of one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were was not fully exercised) at the same or higher price and upon the same non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day prescribed period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Preemptive Rights Holder exercises the Right of Participation Preemptive Rights within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Preemptive Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, If Participating Rights Holders fail or decline to exercise their rights or purchase all New Securities included in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation NoticeNotice in accordance with Section 4.3, the Company shall have one hundred and twenty ninety (12090) days thereafter following the expiration of the periods as provided in Section 4.3, to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially no more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (120) day 90)-day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder Eligible Investor fully exercises the Right of Participation Preemptive Rights within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders Eligible Investors pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen such ten (1510) days following the issuance of the First Participation Noticeday period, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right Participation Rights Holders' rights of Participation first refusal hereunder were not exercised), or enter into an agreement to do so, within sixty (60) days thereafter, at no less than ninety-five percent (95%) of the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 120 day period, or entered into an agreement to do so within sixty (60) days thereafter, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within Participation, after fifteen (15) days following the issuance delivery of the First Participation Notice, the Company shall have one hundred and twenty sixty (12060) days thereafter to sell offer the New Securities described in the First Participation Notice (with respect to which the Right Participation Rights Holders’ rights of Participation first refusal hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 60-day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders Right Participants pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen twenty (1520) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Preemptive Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially no more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety- (12090-) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.Article V.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event that no Participation Rights Holder exercises has fully exercised the Right of Participation within fifteen thirty (1530) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty eighty (120180) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty eighty (120180) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation Preemptive Rights within fifteen (15) days 10 Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) 90 days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day 90 days period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Initial Holders pursuant to this Section 3Article XV.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation Participation, within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen Participation, after thirty (1530) days following the issuance delivery of the First Participation Notice, the Company shall have one hundred and twenty (120) 90 days thereafter to sell the remaining New Securities described in the First Participation Notice (with respect to which the Right Participation Rights Holders’ rights of Participation first refusal hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 90 day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Preemptive Rights Holder exercises the Right of Participation Preemptive Rights within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 120 day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Preemptive Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period (or the Extended Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Noticeas applicable), the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Preemptive Rights Holder exercises the Right of Participation Preemptive Rights within fifteen (15) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day days period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Preemptive Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the First Participation Period (or the Second Participation Period, or in the event no Period if any Participation Rights Holder exercises the fails to exercise in full or forfeits its Preemptive Right of Participation within fifteen (15) days following the issuance of the First Participation Noticein accordance with Section 5.03(b)), the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Preemptive Right of Participation hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially no more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety- (12090-) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.Article V.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder fully exercises the Right of Participation within fifteen twenty (1520) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-non- price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day days period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within such fifteen (15) days following the issuance of the First Participation Noticebusiness day period, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right Participation Rights Holders' rights of Participation first refusal hereunder were not exercised), or enter into an agreement to do so, within sixty (60) days thereafter, at no less than ninety-five percent (95%) of the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that If the Company has not issued and sold such New Securities within such one hundred and twenty (120) 90-day period, or entered into an agreement to do so within sixty (60) days thereafter, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 37(f).

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 120 day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen such ten (1510) days following the issuance of the First Participation Noticeday period, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right Participation Rights Holders' rights of Participation first refusal hereunder were not exercised), or enter into an agreement to do so, within sixty (60) days thereafter, at no less than one-hundred percent (100%) of the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 120 day period, or entered into an agreement to do so within sixty (60) days thereafter, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation Preemptive Rights within fifteen thirty (1530) days following the issuance receipt date of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (120) day 90)-day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days Business Days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen Participation, after ten (1510) business days following the issuance receipt of the First Participation Notice, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation pursuant to Section 3.3(a) and (b) hereunder were was not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 120 day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation NoticePeriod, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder Investors exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation NoticePeriod, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were was not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day days period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders Investors pursuant to this Section 35.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder Major Investor exercises the Right of Participation Preemptive Rights within fifteen twenty (1520) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price non‑price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders Major Investors pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder timely exercises the its Right of Participation within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) -day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation Preemptive Rights within fifteen twenty (1520) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation PeriodPeriod or, or in the event that no Participation Preemptive Rights Holder exercises the Right of Participation Preemptive Rights within fifteen ten (1510) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) , at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than those specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Preemptive Rights Holders pursuant to this Section 37.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were was not exercised) at the same or a higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety days (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercisedremaining New Securities) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice, provided that the prospective purchaser of such New Securities shall comply with this Agreement and the Restated Articles, as maybe amended from time to time. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety days (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen Participation, after ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) 120 days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) 120 day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen thirty (1530) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-non- price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation Preemptive Rights within fifteen thirty (1530) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or upon the expiration of the First Participation Period in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of during the First Participation NoticePeriod, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the no Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen twenty (1520) business days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) business days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell complete the sale of the New Securities (or Balance New Securities, as the case may be) described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) , at the same or higher price and upon non-non- price terms not materially more favorable favourable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities (or Balance New Securities, as the case may be) within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3, subject always to Tencent’s rights set out at Section 3.5.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty days (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercisedany remaining New Securities) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice, provided that the prospective purchaser of such New Securities shall comply with this Agreement and the Restated Articles, as may be amended from time to time, to the fullest extent. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty days (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3Article III.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-non price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, Period or upon the expiration of the First Participation Period in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of during the First Participation NoticePeriod, the Company shall have one one-hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one one-hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Preemptive Right Holder exercises its Preemptive Right within the Right of Participation within fifteen (15) days Period following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) calendar days thereafter to sell the remaining New Securities described in the First Participation Notice (with respect to which the Preemptive Right of Participation hereunder were was not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that If the Company has not issued and sold such New Securities within such one hundred and twenty ninety (120) day 90)-day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Preemptive Right Holders pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen (15) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen twenty (1520) days Business Days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty ninety (12090) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty ninety (12090) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 34.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Preemptive Rights Holder exercises the Right of Participation Preemptive Rights within fifteen thirty (1530) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell complete the sale of the New Securities described in the First Participation Notice (with respect to which the Right of Participation Preemptive Rights hereunder were not exercised) exercised at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Preemptive Rights Holders pursuant to this Section 3.

Failure to Exercise. Upon the expiration of the Second Participation Period, or in the event no Participation Rights Holder exercises the Right of Participation within fifteen ten (1510) days following the issuance of the First Participation Notice, the Company shall have one hundred and twenty (120) days thereafter to sell the New Securities described in the First Participation Notice (with respect to which the Right of Participation hereunder were not exercised) at the same or higher price and upon non-price terms not materially more favorable to the purchasers thereof than specified in the First Participation Notice. In the event that the Company has not issued and sold such New Securities within such one hundred and twenty (120) day period, then the Company shall not thereafter issue or sell any New Securities without again first offering such New Securities to the Participation Rights Holders pursuant to this Section 3.New