Common use of Reservation of Ordinary Shares; Issuance of Ordinary Shares; Blue Sky Clause in Contracts

Reservation of Ordinary Shares; Issuance of Ordinary Shares; Blue Sky. (a) For as long as any Notes or Warrants remain outstanding, the Company shall at all times reserve and keep available, free from preemptive rights of other Persons, out of its authorized but unissued Ordinary Shares or Ordinary Shares held in treasury by the Company, for the purpose of effecting the conversion of the Notes, the full number of Ordinary Shares upon the conversion of all Notes (after giving effect to all anti-dilution adjustments) then outstanding and shall ensure that it maintains the effectiveness of its registration statement on Form F-6 for registration of ADSs in an amount sufficient to represent such Ordinary Shares and to allow the Investor to sell such Ordinary Shares represented by the ADSs. All Ordinary Shares issued upon conversion of the Notes or exercise of the Warrants shall represent newly issued shares or shares held in treasury by the Company, shall have been duly authorized and validly issued and shall be fully paid and nonassessable, and shall be free from preemptive rights and free of any lien or adverse claim. (b) The Company shall, on or before the Closing, take such action as necessary in order to obtain an exemption for or to qualify the issuance of the Ordinary Shares and the ADSs under applicable foreign or U.S. securities or “blue sky” Laws (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Investor on or prior to the Closing. The Company shall make all filings and reports relating to the offer and sale of the ADSs required, if any, under such Laws following the Closing.

Reservation of Ordinary Shares; Issuance of Ordinary Shares; Blue Sky. (a) For as long as any Notes or Warrants remain outstanding, the Company shall at all times reserve and keep available, free from preemptive rights of other Persons, Liens or adverse claims out of its authorized but unissued Ordinary Shares or Ordinary Shares held in treasury by the Company, for the purpose of effecting the conversion of the Notes, the full number of Ordinary Shares represented by the ADSs issuable upon the conversion of all Notes (after giving effect to all anti-dilution adjustments) then outstanding and shall ensure that it maintains the effectiveness of its registration statement on Form F-6 for registration of ADSs in an amount sufficient to represent such Ordinary Shares and to allow the Investor to sell such Ordinary Shares represented by the ADSsShares. All Ordinary Shares ADSs issued upon conversion of the Notes or exercise of the Warrants shall represent newly issued shares or shares held in treasury by the Company, shall have been duly authorized and validly issued and shall be fully paid and nonassessable, and shall be free from preemptive rights and free of any lien Lien or adverse claim. (b) The Company shall, on or before the Closing, take such action as necessary in order to obtain an exemption for or to qualify the issuance of the Ordinary Shares and the ADSs Notes under applicable foreign or U.S. securities or “blue sky” Laws (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Investor on or prior to the Closing. The Company shall make all filings and reports relating to the offer and sale of the Notes and the issuance of ADSs required, if any, upon conversion of the Notes required under such Laws following the Closing.