Oversubscription. With Oversubscription, Customer may subscribe to more than the Access speed of a circuit. Verizon provides the Oversubscription feature for Customers who may be using Access to connect to more than one Verizon Network service or to connect to more than one endpoint e.g., multiple data centers. Customer is solely responsible for managing its traffic utilization on the circuit to avoid any overutilization which may indiscriminately drop data packets (regardless of the class of service selected by Customer in using a Network service).
Oversubscription. (a) Each Holder may notify the Company that they wish to subscribe for and purchase a greater number of Option Shares than the number of Exercisable Shares listed opposite the name of such Holder on Schedule I hereto by checking the appropriate box on the Notice of Exercise and providing a maximum number of additional Option Shares (the “Additional Option Shares”) that such Holder wishes to subscribe for and purchase (such Holders, the “Oversubscribing Holders”). Receipt by the Company of a Notice of Exercise from a Holder that includes a number of Additional Option Shares shall be deemed to be an irrevocable commitment by such Holder to purchase the number of Additional Option Shares (or such lesser number of Additional Option Shares as are available as determined by the Company in its sole discretion) in accordance with the terms of this Agreement if the Option is not exercised by all Holders as provided in Section 2.2(b) hereof, subject to Section 2.3(b)(ii) hereof.
(b) In the event that the Option is not exercised by all Holders in respect of the total number of their respective Exercisable Shares (the aggregate number of Exercisable Shares for which the Option has not been exercised, the “Total Unexercised Shares”), the Company will increase the number of Option Shares that each Oversubscribing Holder has the right to subscribe for and purchase from the Company at the Exercise Price by the lesser of (x) the number of Additional Option Shares identified by such Oversubscribing Holder and (y) the number of Total Unexercised Shares that correspond to each Oversubscribing Holder pro rata to the number of Additional Option Shares of each Oversubscribing Holder on the Exercise Date.
(c) No later than five Business Days after the Exercise Date, the Company will notify each Oversubscribing Holder of (i) the number of Total Unexercised Shares, and (ii) the total number of Option Shares and Additional Option Shares that such Oversubscribing Holder shall be obligated to purchase pursuant to Section 2.2(b) hereof. The Company’s calculations in respect of this Section 2.2 shall be binding on all Holders, except for manifest mistake.
(d) All references in this Agreement to “Option” shall include, where applicable, the Option with respect to the Additional Option Shares referred to in Section 2.2(b) hereof, and all references to “Exercisable Shares” shall include, where applicable, the “Additional Option Shares.”
Oversubscription. If, after allocation of shares of Common Stock to Stockholders, there remain unexercised Rights, then the Agent shall allot the shares issuable upon exercise of such unexercised Rights (the "Remaining Shares") to stockholders who have exercised all of their Basic Subscription Privilege and who have exercised an Oversubscription Privilege. Shares subscribed for pursuant to the Oversubscription Privilege will be allocated in the amounts of such oversubscriptions if remaining sufficient shares are available. If the number of shares for which the Oversubscription Privilege has been exercised is greater than the Remaining Shares, the Agent shall allocate the Remaining Shares to Stockholders exercising Oversubscription Privileges based on the number of shares of Common Stock purchased by each of them pursuant to the Basic Subscription Privilege. The percentage of Remaining Shares each over-subscribing Stockholder may acquire will be rounded upwards or downwards, as appropriate, to result in delivery of whole shares of Common Stock. The Agent shall advise the Company immediately upon the completion of the allocation set forth above as to the total number of shares subscribed and distributable.
Oversubscription. Within two (2) months from the Closing Date (the “Oversubscription Period”), the Investors shall have the right to subscribe for additional convertible notes in a total principal amount of up to 10% of the Purchase Price paid by the Investors under the same terms and conditions as the Notes (such right to subscription, the “Oversubscription Right”). If the Investors exercise such right, the Company shall, and shall cause its Subsidiaries to, enter into transaction documents with the Investors that are substantially the same as the Transaction Documents and issue such convertible notes to the Investors or their designees (which shall be the Investors’ Affiliates), provided that no additional collateral will be provided to secure such additional convertible notes as long as the value of the Collateral Package is above 120% of the total principal amount of the convertible notes held by the Investors or their Affiliates. Notwithstanding anything to the contrary, after one (1) month from the Closing Date, the Company shall have the right to, by sending a written notice to the Investors, accelerate the Oversubscription Period by any number of days, or declare the Oversubscription Period expire as of a day that is no earlier than the fifth (5th) Business Day after the date of the notice, to the extent required to allow the Company to file Form A1 on the planned filing date established by the Company in good faith based on the requirements of HKSE. Prior to sending the written notice, the Company and the Investors (or their counsel) will use commercially reasonable efforts to first discuss with the HKSE and confirm to HKSE that the timing, terms and pricing of the oversubscription is not contingent upon or connected with the proposed offering for the HKSE Listing.
Oversubscription. Each Holder shall have the right of oversubscription such that if a Holder fails to purchase all of his Pro Rata Fraction, the other Holder shall have the right to purchase the balance of Selling Holder Shares not so purchased. Such right of oversubscription may be exercised by the Holder by offering to purchase more than his Pro Rata Fraction. If, as a result thereof, such oversubscription exceeds the total number of Selling Holder Shares available in respect of such oversubscription rights, the oversubscribing Holder shall be cut back with respect to his oversubscription on a pro rata basis in accordance with his respective Pro Rata Fraction or as the Holders may otherwise agree amongst themselves.
Oversubscription. In filling all available seats where the number of applications exceeds the available seats in a school, grade level or section, the District or MPS may give preference to siblings of transfer students attending school in the District or MPS, or to students selecting the District as their first choice.
Oversubscription. If any Purchaser fails to exercise its right of first offer to purchase all or any part of such Purchaser’s pro rata share of the New Securities in accordance with subsection 3.3 above, the Company shall promptly give notice (the “Second Participation Notice”) to other Purchasers who exercised such rights in accordance with subsection 3.3 above. Such other Purchasers shall have five (5) days from the date of the Second Participation Notice (the “Second Participation Period”) to notify the Company of its desire to purchase more than its pro rata share of the New Securities, stating the number of the additional New Securities it proposes to buy. Such notice may be made by telephone if confirmed in writing within in two (2) days. If as a result thereof, such oversubscription exceeds the total number of the remaining New Securities available for purchase, the oversubscribing Purchasers will be cut back by the Company with respect to their oversubscriptions to that number of remaining New Securities equal to the product obtained by multiplying (i) the number of the remaining New Securities available for subscription by (ii) a fraction the numerator of which is the number of Registrable Securities held by each oversubscribing Purchasers notified and the denominator of which is the total number of Registrable Securities held by all the oversubscribing Purchasers. Each oversubscribing Purchaser shall be obligated to buy such number of additional New Securities as determined by the Company pursuant to this subsection 3.4 and the Company shall so notify the oversubscribing Purchasers within fifteen (15) days of the date of the Second Participation Notice.
Oversubscription. If the Holders oversubscribe for the Offered Securities, each Holder who notifies the Company that it desires to purchase Offered Securities shall have a right to purchase a pro rata portion of such Offered Securities based on the percentage that the Purchaser Common held by it bears to the shares of Purchaser Common held by all Holders who notify the Company of their desire to purchase any of the Offered Securities, assuming, for purpose of such allocation that all Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock has been converted into Common Stock at the then current conversion price but excluding all Public Shares; provided, however, that no Holder shall be allocated more of the Offered Securities than the maximum number it indicated it was willing to purchase in its notice and any of the Offered Securities which would otherwise be allocated to it will be allocated among the other Holders in accordance with this sentence. The Company shall promptly advise each Holder of the amount of Offered Securities it is entitled to purchase as a result of the allocation.
Oversubscription. If, after allocation of shares of Common Stock to Record Date Shareholders exercising their basic subscription privileges, there remain unexercised Rights, then the Agent shall allot the shares remaining for subscription in accordance with the proration allocation provisions set forth in the Prospectus. All shares delivered as a result of such allocation shall be rounded up to result in delivery of whole shares of Common Stock. The Agent shall advise the Company immediately upon the completion of such allocation procedures as to the total number of shares distributable in accordance therewith.
Oversubscription. If, after allocation of shares of Common Stock to Record Date Stockholders, there remain unexercised Subscription Rights, then the Agent shall allot the shares issuable upon exercise of such unexercised Subscription Rights (the “Remaining Shares”) to stockholders who have exercised all the Basic Subscription Rights initially issued to them and who wish to acquire more than the number of shares for which the Basic Subscription Rights issued to them are exercisable. Shares subscribed for pursuant to the Oversubscription Right will be allocated in the amounts of such over-subscriptions. If the number of shares for which the Oversubscription Right has been exercised is greater than the Remaining Shares, the Agent shall allocate the Remaining Shares to Record Date Stockholders exercising their Oversubscription Right pro rata based on the number of shares each Subscription Rights holder subscribed for under the Basic Subscription Right. “
