Common use of Procedures for Mandatory Conversion Clause in Contracts

Procedures for Mandatory Conversion. In order to effectuate a conversion of Series A-1 Preferred Shares pursuant to Section 7.2, the Company shall submit a written election (the “Mandatory Conversion Notice”) to each holder, as soon as practicable (but in any event within ten (10) Business Days) after the occurrence of the Mandatory Conversion Trigger Event (such period, the “Mandatory Conversion Notification Period”), that the Company intends to convert all issued and outstanding Series A-1 Preferred Shares and specifying that each holder shall deliver, in accordance with such written election, to the Company (or the Depositary or the Company’s registered office provider if so required by the Company) the Conversion Documents. For the avoidance of doubt, if the Company does not submit a Mandatory Conversion Notice to the holders of Series A-1 Preferred Shares pursuant to Section 7.2 within the Mandatory Conversion Notification Period, the Company shall not effect such conversion without again the occurrence of the Mandatory Conversion Trigger Event and the submission by the Company of a Mandatory Conversion Notice in such manner and by such time provided in this Section 7.3(b). Each holder shall have the right to elect to (i) convert the Series A-1 Preferred Shares into Class A Ordinary Shares or ADSs in the event of conversion pursuant to Section 7.2 and (ii) receive any accumulated and accrued dividends on the Series A-1 Preferred Shares pursuant to Section 7.2. The conversion of such Series A-1 Preferred Shares hereunder shall be deemed effective on the fifth (5th) Business Day immediately following the date on which the Mandatory Conversion Notice is received by the holder (such date, the “Mandatory Conversion Date”). Upon effectiveness of such conversion, the Series A-1 Preferred Shares so converted shall be re-classified as Class A Ordinary Shares and the Company shall deliver, as promptly as practicable (but in any event within five (5) Business Days) after the later to occur of (x) the receipt by the Company of a holder’s written election of whether the Series A-1 Preferred Shares shall be converted into Class A Ordinary Shares or ADSs and (y) the delivery of the Conversion Documents, to the relevant holder (A) if such holder elects to convert the Series A-1 Preferred Shares into Class A Ordinary Shares, (1) a certified copy of the Company’s register of members or an excerpt thereof reflecting such holder’s ownership of such Class A Ordinary Shares to which such holder shall be entitled upon conversion of the applicable Series A-1 Preferred Shares, and (2) a share certificate evidencing such holder’s ownership of such Class A Ordinary Shares to which such holder shall be entitled upon conversion of the applicable Series A-1 Preferred Shares as calculated pursuant to Section 7.2, and (B) if such holder elects to convert the Series A-1 Preferred Shares into ADSs, (1) a certified copy of the Company’s register of members or an excerpt thereof reflecting the Depositary’s ownership of the underlying Class A Ordinary Shares represented by the ADSs into which applicable Series A-1 Preferred Shares are converted, and (2) evidence to the reasonable satisfaction of such holder that the ADSs to which such holder shall be entitled upon conversion of the applicable Series A-1 Preferred Shares has been credited on the books of The Depository Trust Company to the brokerage account designated by such holder (the date of such deliveries in either (A) or (B), the “Conversion Securities Delivery Date”). For the avoidance doubt, the conversion of any Series A-1 Preferred Shares into Class A Ordinary Shares or ADSs is a re-classification of shares and does not involve the redemption of the corresponding Series A-1 Preferred Shares or the issuance of new shares. All Conversion Securities issued hereunder by the Company shall be duly and validly issued, fully paid and non-assessable, free and clear of all Taxes, liens, charges and encumbrances with respect to the issuance thereof.

Procedures for Mandatory Conversion. In order to effectuate a conversion of Series A-1 Preferred Shares this Note pursuant to Section 7.2, the Company shall submit a written election (the “Mandatory Conversion Notice”) to each holderthe Holder, as soon as practicable (but in any event within ten (10) Business Days) after the occurrence of the Mandatory Conversion Trigger Event (such period, the “Mandatory Conversion Notification Period”), that the Company intends to convert all issued but not less than all of the Principal Amount and outstanding Series A-1 Preferred Shares Accrued Interest and Stub Period Interest (if applicable) of this Note and specifying that each holder the Holder shall deliver, in accordance with such written election, to the Company (or the Depositary or the Company’s registered office provider if so required by the Company) the Conversion Documents. For the avoidance of doubt, if the Company does not submit a Mandatory Conversion Notice to the holders of Series A-1 Preferred Shares Holder pursuant to Section 7.2 within the Mandatory Conversion Notification Period, the Company shall not effect such conversion without again the occurrence of the Mandatory Conversion Trigger Event and the submission by the Company of a Mandatory Conversion Notice in such manner and by such time provided in this Section 7.3(b). Each holder The Holder shall have the right to elect to (i) convert the Series A-1 Preferred Shares this Note into Class A Ordinary Shares or ADSs in the event of conversion pursuant to Section 7.2 and (ii) receive any accumulated and accrued dividends on the Series A-1 Preferred Shares Stub Period Interest pursuant to this Section 7.27.3(b). The conversion of such Series A-1 Preferred Shares this Note hereunder shall be deemed effective on the fifth (5th) Business Day immediately following the date on which the Mandatory Conversion Notice is received by the holder Holder (such date, the “Mandatory Conversion Date”). Upon effectiveness of such conversion, the Series A-1 Preferred Shares so converted shall be re-classified as Class A Ordinary Shares and the Company shall deliver, as promptly as practicable (but in any event within five (5) Business Days) after the later to occur of (x) the receipt by the Company of a holderthe Holder’s written election of whether the Series A-1 Preferred Shares this Note shall be converted into Class A Ordinary Shares or ADSs and (y) the delivery of the Conversion Documents, to the relevant holder Holder (A) if such holder the Holder elects to convert the Series A-1 Preferred Shares this Note into Class A Ordinary Shares, (1) a certified copy of the Company’s register of members or an excerpt thereof reflecting such holderthe Holder’s ownership of such Class A Ordinary Shares to which such holder the Holder shall be entitled upon conversion of the applicable Series A-1 Preferred Sharesthis Note, and (2) a share certificate evidencing such holderthe Holder’s ownership of such Class A Ordinary Shares to which such holder the Holder shall be entitled upon conversion of the applicable Series A-1 Preferred Shares this Note as calculated pursuant to Section 7.2, and (B) if such holder the Holder elects to convert the Series A-1 Preferred Shares this Note into ADSs, (1) a certified copy of the Company’s register of members or an excerpt thereof reflecting the Depositary’s ownership of the underlying Class A Ordinary Shares represented by the ADSs into which applicable Series A-1 Preferred Shares are this Note is converted, and (2) evidence to the reasonable satisfaction of such holder the Holder that the ADSs to which such holder the Holder shall be entitled upon conversion of the applicable Series A-1 Preferred Shares this Note has been credited on the books of The Depository Trust Company to the brokerage account designated by such holder the Holder (the date of such deliveries in either (A) or (B), the “Conversion Securities Delivery Date”). For ) and (C) if the avoidance doubtCompany elects for any Stub Period Interest to, but excluding, the conversion Conversion Date, to be paid in cash, the cash amount in immediately available funds of any Series A-1 Preferred Shares into Class A Ordinary Shares or ADSs is a re-classification of shares such accumulated and does not involve the redemption of the corresponding Series A-1 Preferred Shares or the issuance of new sharesaccrued interest in full. All Conversion Securities issued hereunder by the Company shall be duly and validly issued, fully paid and non-assessable, free and clear of all Taxes, liens, charges and encumbrances with respect to the issuance thereof.

Procedures for Mandatory Conversion. In order to effectuate a conversion of Series A-1 A Preferred Shares pursuant to Section 7.2, the Company shall submit a written election (the “Mandatory Conversion Notice”) to each holder, as soon as practicable (but in any event within ten (10) Business Days) after the later of (1) the occurrence of the Mandatory Conversion Trigger Event and (2) the first Dividend Payment Date (such period, the “Mandatory Conversion Notification Period”)), that the Company intends to convert all issued and outstanding Series A-1 A Preferred Shares and specifying that each holder shall deliver, in accordance with such written election, to the Company (or the Depositary or the Company’s registered office provider if so required by the Company) the Conversion Documents. For the avoidance of doubt, if the Company does not submit a Mandatory Conversion Notice to the holders of Series A-1 A Preferred Shares pursuant to Section 7.2 within the Mandatory Conversion Notification Period, the Company shall not effect such conversion without again the occurrence of the Mandatory Conversion Trigger Event and the submission by the Company of a Mandatory Conversion Notice in such manner and by such time provided in this Section 7.3(b). Each holder shall have the right to elect to (i) convert the Series A-1 A Preferred Shares into Class A Ordinary Shares or ADSs in the event of conversion pursuant to Section 7.2 and (ii) receive any accumulated and accrued dividends on the Series A-1 A Preferred Shares pursuant to Section 7.2. The conversion of such Series A-1 A Preferred Shares hereunder shall be deemed effective on the fifth (5th) Business Day immediately following the date on which the Mandatory Conversion Notice is received by the holder (such date, the “Mandatory Conversion Date”). Upon effectiveness of such conversion, the Series A-1 A Preferred Shares so converted shall be re-classified as Class A Ordinary Shares and the Company shall deliver, as promptly as practicable (but in any event within five (5) Business Days) after the later to occur of (x) the receipt by the Company of a holder’s written election of whether the Series A-1 A Preferred Shares shall be converted into Class A Ordinary Shares or ADSs and (y) the delivery of the Conversion Documents, to the relevant holder (A) if such holder elects to convert the Series A-1 A Preferred Shares into Class A Ordinary Shares, (1) a certified copy of the Company’s register of members or an excerpt thereof reflecting such holder’s ownership of such Class A Ordinary Shares to which such holder shall be entitled upon conversion of the applicable Series A-1 A Preferred Shares, and (2) a share certificate evidencing such holder’s ownership of such Class A Ordinary Shares to which such holder shall be entitled upon conversion of the applicable Series A-1 A Preferred Shares as calculated pursuant to Section 7.2, and (B) if such holder elects to convert the Series A-1 A Preferred Shares into ADSs, (1) a certified copy of the Company’s register of members or an excerpt thereof reflecting the Depositary’s ownership of the underlying Class A Ordinary Shares represented by the ADSs into which applicable Series A-1 A Preferred Shares are converted, and (2) evidence to the reasonable satisfaction of such holder that the ADSs to which such holder shall be entitled upon conversion of the applicable Series A-1 A Preferred Shares has been credited on the books of The Depository Trust Company to the brokerage account designated by such holder (the date of such deliveries in either (A) or (B), the “Conversion Securities Delivery Date”)holder. For the avoidance doubt, the conversion of any Series A-1 A Preferred Shares into Class A Ordinary Shares or ADSs is a re-classification of shares and does not involve the redemption of the corresponding Series A-1 A Preferred Shares or the issuance of new shares. All Conversion Securities issued hereunder by the Company shall be duly and validly issued, fully paid and non-assessable, free and clear of all Taxes, liens, charges and encumbrances with respect to the issuance thereof.