Second Participation Notice; Oversubscription. If any Participation Rights Holder fails or declines to fully exercise its Right of Participation in accordance with Section 3.02 above, the Company shall promptly (but no later than three (3) Business Days after the expiration of the First Participation Period) give notice (the “Second Participation Notice”) to other Participation Rights Holders who have fully exercised their Right of Participation (the “Fully Participating Investors”) in accordance with Section 3.02 above, which notice shall set forth the number of the New Securities not purchased by the other Participation Rights Holders pursuant to Section 3.02 above (such shares, the “Overallotment New Securities”). Each Fully Participating Investor shall have fifteen (15) days from the date of receipt 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 (the “Additional Number”). Such notice may be made by telephone if confirmed in writing within two (2) Business Days thereafter. If, as a result thereof, the total number of additional New Securities the Fully Participating Investors (the “Oversubscribing Fully Participating Investors”) propose to buy exceeds the total number of the Overallotment New Securities, the number each such Oversubscribing Fully Participating Investor is entitled to subscribe will equal to the lesser of (x) its Additional Number and (y) the product obtained by multiplying (i) the number of the Overallotment New Securities available for subscription by (ii) a fraction, the numerator of which is the number of the Ordinary Shares into which the then outstanding Senior Preferred Shares held by such Oversubscribing Fully Participating Investor are convertible (calculated on an as-converted basis) and the denominator of which is the total number of the Ordinary Shares into which the then outstanding Senior Preferred Shares held by all the Oversubscribing Fully Participating Investors are convertible (calculated on an as-converted basis).
Second Participation Notice; Oversubscription. If there are any New Securities remaining after giving effect to subsection (i) above (if applicable), the Company shall promptly give notice (the “Second Participation Notice”) to each Preemptive Rights Holder who exercised in full its Preemptive Rights (each an “Oversubscription Participant”) in accordance with subsection (i) above. Each Oversubscription Participant shall have ten (10) Business 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 (the “Additional Number”). Such notice may be made by telephone if confirmed in writing within five (5) Business Days. If, as a result thereof, such oversubscription exceeds the total number of the remaining New Securities available for purchase, each Oversubscription Participant will be cut back by the Company with respect to its oversubscription to such number of remaining New Securities equal to the lesser of (x) the Additional Number and (y) 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 Ordinary Shares (treating any Preferred Shares on an as-converted basis) held by such Oversubscription Participant and the denominator of which is the total number of the Ordinary Shares (treating any Preferred Shares on an as-converted basis) held by all the Oversubscription Participants.
Second Participation Notice; Oversubscription. If any Shareholder fails to exercise its rights under the First Participation Notice in full in accordance with subsection (a) above, the Company shall promptly give each Shareholder that has exercised its rights under the First Participation Notice in full ("Participating Shareholder") a Second Participation Notice indicating the amount of shareholders equity remaining available for subscription. Each such Participating Shareholder shall have five (5) Business Days from the date of receipt of the Second Participation Notice to elect by written notice to the Company to subscribe for that portion of the remaining shareholders' equity equal to the proportion that the number of Ordinary Shares held by such Participating Shareholder bears to the total number of Ordinary Shares held by all Participating Shareholders who wish to subscribe for the remaining shareholders' equity. If the shareholders equity made available for subscription is not fully subscribed for by the Shareholders following issuance of the Second Participation Notice, the Board may invite investors who are not Shareholders to subscribe for the shareholders equity still available for subscription, subject to the investors being acceptable to the Shareholders and becoming party to this Agreement in accordance with Section 15.5(b).
Second Participation Notice; Oversubscription. If any Participating Rights Holder fails to exercise its Right of Participation in accordance with subsection (a) above, the Company shall promptly give notice (the “Second Participation Notice”) to other Participating Rights Holders who have exercised their Right of Participation (the “Exercising Holders”) in accordance with subsection (a) above. Each Exercising Holder shall have ten (10) days from the date of receipt of the Second Participation Notice (the “Second Participation Period”) to
Second Participation Notice; Oversubscription. If any Participating Rights Holder fails to exercise its Right of Participation with respect to all of the New Securities which such Participating Rights Holder is entitled to purchase, or declines to exercise its Right of Participation, in accordance with subsection (a) above, the Company shall promptly give notice (the “Second Participation Notice”) to other Participating Rights Holders who fully exercised their Right of Participation (the “Right Participants”) in accordance with subsection (a)
Second Participation Notice; Oversubscription. If any Participation Rights Holder fails or declines to exercise its Participation Rights in full in accordance with Section 4.3(a) above, the Company shall, promptly following the expiration of the First Participation Period, deliver a written notice (the “Second Participation Notice”) to Didi, setting forth the aggregate number of the remaining New Securities for purchase (the “Remaining New Securities”). Didi shall have the right, but not the obligation, within 15 Business Days from the date of the Second Participation Notice to elect to purchase any or all of the Remaining New Securities or to designate any other Persons (each, a “Allocation Right Holder”) to purchase such Remaining New Securities, at the price and upon the terms and conditions specified in the First Participation Notice, by delivering to the Company a written notice setting forth the number (the “Additional Number”) of Remaining New Securities which Didi and such Allocation Right Holders desire to purchase, which written notice shall be binding and irrevocable. If Didi or any Allocation Right Holder fails to elect to purchase all of its Additional Number of the Remaining New Securities, then it shall be deemed to have irrevocably waived its rights with respect to such portion of the Remaining New Securities that it did not elect to purchase.
Second Participation Notice; Oversubscription. The Company shall promptly give notice in writing (the "SECOND PARTICIPATION NOTICE") of any New Securities which have not been subscribed for pursuant to paragraph (a) above to each Preferred Holder who exercises its Right of Participation (a "RIGHT PARTICIPANT") with respect to its full Pro Shareholders Agreement
