Fractional Shares and ADSs. Notwithstanding anything to the contrary in the Deposit Agreement, the Company will not deliver to the Depositary or the Custodian in connection with the issuance of ADSs upon exercise of Warrants, and neither the Depositary nor the Custodian shall accept, under any circumstances (a) any fraction of a Share, nor (b) a number of Shares which upon application of the ADS-to-Share ratio would give rise to a fraction of a Warrant ADS.
Fractional Shares and ADSs. The Company hereby agrees that, notwithstanding anything to the contrary in the Deposit Agreement, the Company shall not deliver to the Depositary or the Custodian, and the Depositary shall not be required to accept under any circumstances (i) any fraction of a Restricted Share, nor (ii) a number of Restricted Shares that, upon application of the ADS-to-Share ratio, would give rise to a fraction of a Restricted ADS. Furthermore, the Depositary shall not be required to accept or distribute under any circumstances, any cash payments for fractional entitlements.
Fractional Shares and ADSs. No fractional shares will be distributed or credited to book-entry accounts in connection with the distribution of Class A Ordinary Shares not in the form of ADSs in the Distribution. In lieu of any such factional ADSs in the Distribution, each Record Holder who, but for the provisions of this Section 3.5, would be entitled to receive a factional ADS pursuant to the Distribution, shall be paid cash, without any interest thereon, as herein provided. As soon as practicable after the Effective Time, SpinCo shall direct the Depositary to determine the number of whole and fractional ADSs allocable to each Record Holder, to aggregate all such fractional ADSs into whole shares, and to sell the whole shares obtained thereby in the open market at the then-prevailing prices on behalf of each Record Holder who otherwise would be entitled to receive factional ADSs (with the Depositary, in its sole and absolute discretion, determining when, how and through which broker-dealer and at what price to make such sales), and to cause to be distributed to each such Record Holder, in lieu of any fractional ADS, such Record Holder’s or owner’s ratable share of the total proceeds of such sale, after deducting any Taxes required to be withheld and applicable transfer taxes, and after deducting the costs and expenses of such sale and distribution, including brokers’ fees and commissions. None of ParentCo, SpinCo or the Depositary will be required to guarantee any minimum sale price for the fractional ADSs sold in accordance with this Section 3.5. Neither ParentCo nor SpinCo will be required to pay any interest on the proceeds from the sale of factional ADSs. Neither the Depositary nor the broker-dealers through which the aggregated fractional ADSs are sold shall be Affiliates of ParentCo or SpinCo. Solely for purposes of computing factional ADS pursuant to this Section 3.5 and Section 3.6, the beneficial owner of ParentCo Shares held of record in the name of a nominee in any nominee account shall be treated as the Record Holder with respect to such ADSs.
Fractional Shares and ADSs. Notwithstanding anything to the contrary in the Deposit Agreement, the Company will not deliver to the Depositary or the Custodian in connection with the issuance of Warrant ADSs, and the Depositary shall not be required to accept under any circumstances (i) any fraction of a Warrant Share, nor (ii) a number of Warrant Shares which upon application of the ADS-to-Share ratio would give rise to a fraction of a Warrant ADS. Also, the Depositary shall not be required to accept or distribute under any circumstances, any cash payments for fractional entitlements. Series Exh. C-6
Fractional Shares and ADSs. Notwithstanding anything to the contrary in the Deposit Agreement, the Restricted Holder will not deliver to the Depositary or the Custodian, and the Depositary shall not be required to accept under any circumstances (i) any fraction of a Share, nor (ii) a number of Shares, which upon application of the ADS to Share ratio would give rise to a fraction of an ADS. Also, the Depositary shall not be required to accept or distribute under any circumstances, any cash payments for fractional entitlements.
Fractional Shares and ADSs. Notwithstanding anything to the contrary in the Deposit Agreement, the Company will not deliver to the Depositary or the Custodian in connection with the issuance of ADSs or Conversion Restricted ADSs, as applicable, upon Conversion of Notes, and the Depositary shall not be required to accept under any circumstances (i) any fraction of a Share or Conversion Restricted Share, as applicable, nor (ii) a number of Shares or Conversion Restricted Shares, as applicable, which upon application of the ADS to Share ratio would give rise to a fraction of an ADS or a Conversion Restricted ADS, as applicable. Also, the Depositary shall not be required to accept or distribute under any circumstances, any cash payments for fractional entitlements.
