International Option Securities Clause Samples
International Option Securities. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Selling Shareholders, acting severally and not jointly, hereby grant an option to the International Managers, severally and not jointly, to purchase up to an additional - ADSs at the same price per ADS set forth in Schedule C less an amount per Ordinary Share represented by such ADSs equal to any dividends or distributions declared by the Company and payable on the Initial International Securities but not payable on the International Option Securities. The option hereby granted will expire 30 calendar days after the date of the Prospectuses and may be exercised from time to time only for the purpose of covering over-allotments by written notice from the Global Coordinator to the Company, and setting forth the aggregate number of International Option Securities to be purchased and the date on which such International Option Securities are to be delivered, as determined by the Global Coordinator but in no event earlier than the Closing Time or, unless the Global Coordinator and the Company otherwise agree in writing, not earlier than two or later than ten business days after the date of such notice. The Global Coordinator may reallocate Option Securities between and among the syndicates of the Offerings in accordance with the Intersyndicate Agreement. If the option is exercised as to all or any portion of the International Option Securities, each of the International Managers, acting severally and not jointly, will purchase that proportion of the total number of International Option Securities then being purchased which the number of Initial International Securities set forth in Schedule A opposite the name of such International Manager bears to the total number of Initial International Securities, subject in each case to (A) any reallocation that the Global Coordinator may make with respect to Option Securities among syndicates of the Offerings and (B) such adjustments among the International Managers as the Lead Manager in its sole discretion shall make to eliminate any sales or purchases of fractional shares.
International Option Securities. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the International Managers, severally and not jointly, to purchase up to an additional ________ shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial International Securities but not payable on the International Option
International Option Securities. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Selling Shareholder hereby grants an option to the International Managers, severally and not jointly, to purchase up to an additional 390,000 shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial International Securities but not payable on the International Option Securities. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering over-allotments
International Option Securities. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, The Scripps Trust and the Howa▇▇ ▇▇▇st hereby grant options to the International Managers, severally and not jointly, to purchase up to an aggregate additional 189,000 Class A Common Shares as set forth in Schedule B, at the price per share set forth in Schedule C, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial International Securities but not payable on the International Option Securities. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial International Securities upon notice by the Lead Manager to the Selling Shareholders setting forth the number of International Option Securities as to which the several International Managers are then exercising the option and the time and date of payment and delivery for such International Option Securities. Any such time and date of delivery (a "Date of Delivery") shall be determined by the Lead Manager, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the International Option Securities, each of the International Managers, acting severally and not jointly, will purchase that proportion of the total number of International Option Securities then being purchased which the number of Initial International Securities set forth in Schedule A opposite the name of such International Manager bears to the total number of Initial
International Option Securities. 11 (c) Payment. . . . . . . . . . . . . . . . . . . . . . . . . . .11 (d) Denominations; Registration. . . . . . . . . . . . . . . . .12 SECTION 3. Covenants of the Company . . . . . . . . . . . . . . . . . .12 (a) Compliance with Securities Regulations and Commission Requests . . . . . . . . . . . . . . . . . . . .12 (b)
International Option Securities. 19 (c) Denominations; Registration; Delivery of ADRs................... 20 (d) Time and Date of Deliveries and Payments........................ 20
International Option Securities. 12 (c) Payment.................................................. 13 (d) Denominations; Registration.............................. 14