Common use of First Participation Notice Clause in Contracts

First Participation Notice. In the event that the Company proposes to undertake an issuance of New Securities (in a single transaction or a series of related transactions), it shall give to each Rights Holder a written notice of its intention to issue New Securities (the “First Participation Notice”), describing the amount and type of New Securities, the price and the general terms and conditions upon which the Company proposes to issue such New Securities and the identity of each prospective subscriber of such New Securities and its controller(s) (if any). Each Rights Holder shall have ten (10) Business Days from the date of receipt of any such First Participation Notice (the “First Participation Period”) to agree in writing to purchase up to such Rights Holder’s Preemptive Pro Rata Share of such New Securities for the price and upon the terms and conditions specified in the First Participation Notice by giving written notice to the Company and stating therein the quantity of New Securities to be purchased (not to exceed such Rights Holder’s Preemptive Pro Rata Share). If any Rights Holder fails to so respond in writing within the First Participation Period, then such Rights Holder shall forfeit the right hereunder to purchase its Preemptive Pro Rata Share of such New Securities, but shall not be deemed to forfeit any right with respect to any other issuance of New Securities.

First Participation Notice. In Subject to the terms and provisions of Section 7.6 (Next Round Financing) hereof, in the event that the Company proposes to undertake an issuance of New Securities (in a single transaction or a series of related transactions), it shall give to each Preemptive Rights Holder a written notice of its intention to issue New Securities (the “First Participation Notice”), describing the amount and type of New Securities, the price and the general terms and conditions upon which the Company proposes to issue such New Securities and the identity of each prospective subscriber of such New Securities and its controller(s) (if any)Securities. Each Preemptive Rights Holder shall have ten thirty (1030) Business Days from the date of receipt of any such First Participation Notice (the “First Participation Period”) to agree in writing to purchase up to such Preemptive Rights Holder’s Preemptive Pro Rata Share of such New Securities for the price and upon the terms and conditions specified in the First Participation Notice by giving written notice (the “Preemptive Notice”) to the Company and stating therein the quantity of New Securities to be purchased (not to exceed such Preemptive Rights Holder’s Preemptive Pro Rata Share). If any Preemptive Rights Holder fails to so respond in writing within the First Participation Periodsuch thirty (30) Business Day period to purchase all or any part of such Preemptive Rights Holder’s Pro Rata Share of an offering of New Securities, then such Preemptive Rights Holder shall forfeit the right hereunder to purchase that part of its Preemptive Pro Rata Share of such New SecuritiesSecurities that it did not agree to purchase, but shall not be deemed to forfeit any right with respect to any other issuance of New Securities.

First Participation Notice. In the event that the Company proposes to undertake an issuance of New Securities (in a single transaction or a series of related transactions), it shall give to each Rights Holder a written notice of its intention to issue New Securities (the “First Participation Notice”), describing the amount and type of New Securities, the price and the general terms and conditions upon which the Company proposes to issue such New Securities Securities, and the identity and address of each prospective subscriber of the proposed subscribers or purchasers for such New Securities and its controller(s) (if any)Securities. Each Rights Holder shall have ten thirty (1030) Business Days days from the date of receipt of any such First Participation Notice (the “First Participation Period”) to agree in writing to purchase up to such Rights Holder’s Preemptive Pro Rata Share of such New Securities for the price and upon the terms and conditions specified in the First Participation Notice by giving written notice to the Company and stating therein the quantity of New Securities to be purchased (not to exceed such Rights Holder’s Preemptive Pro Rata Share). If any Rights Holder fails to so respond in writing within the First Participation Period, then such Rights Holder shall forfeit the right hereunder to purchase its Preemptive Pro Rata Share of such New Securities, but shall not be deemed to forfeit any right with respect to any other issuance of New Securities.

First Participation Notice. In the event that the Company proposes to undertake an issuance of New Securities (in a single transaction or a series of related transactions), it shall give to each Participation Rights Holder a written notice of its intention to issue New Securities (the “First Participation Notice”), describing the amount and type of New Securities, the price and the general terms and conditions upon which the Company proposes to issue such New Securities and Securities, at least thirty (30) business days before the identity of each prospective subscriber of such New Securities and its controller(s) (if any)issuance day. Each Participation Rights Holder shall have ten fifteen (1015) Business Days business days from the date of receipt of any such First Participation Notice (the “First Participation Period”) to agree in writing to purchase up to such Participation Rights Holder’s Preemptive Pro Rata Share of such New Securities for the price and upon the terms and conditions specified in the First Participation Notice by giving written notice to the Company and stating therein the quantity of New Securities to be purchased (not to exceed such Participation Rights Holder’s Preemptive Pro Rata Share). If any Participation Rights Holder fails to so respond agree in writing within the First Participation PeriodPeriod to purchase such Participation Rights Holder’s full Pro Rata Share of an offering of New Securities, then such Participation Rights Holder shall forfeit the right hereunder to purchase that part of its Preemptive Pro Rata Share of such New Securities, but shall Securities that it did not be deemed agree to forfeit any right with respect to any other issuance of New Securitiespurchase.

First Participation Notice. In the event that the Company proposes to undertake an issuance of New Securities (in a single transaction or a series of related transactions), it shall give to each Preemptive Rights Holder a written notice of its intention to issue New Securities (the “First Participation Notice”), describing the amount and type of New Securities, the price and the general terms and conditions upon which the Company proposes to issue such New Securities and the identity of each prospective subscriber of such New Securities and its controller(s) (if any)Securities. Each Preemptive Rights Holder shall have ten thirty (1030) Business Days from the date of receipt of any such First Participation Notice (the “First Participation Period”) to agree in writing to purchase up to such Preemptive Rights Holder’s Preemptive Pro Rata Share of such New Securities for the price and upon the terms and conditions specified in the First Participation Notice by giving written notice to the Company and stating therein the quantity of New Securities to be purchased (not to exceed such Preemptive Rights Holder’s Preemptive Pro Rata Share). Such notice may be made by telephone if confirmed in writing within five (5) Business Days. If any Preemptive Rights Holder fails to so respond in writing within the First Participation Periodsuch thirty (30) Business Day period to purchase such Preemptive Rights Holder’s full Pro Rata Share of an offering of New Securities, then such Preemptive Rights Holder shall forfeit the right hereunder to purchase that part of its Preemptive Pro Rata Share of such New SecuritiesSecurities that it did not agree to purchase, but shall not be deemed to forfeit any right with respect to any other issuance of New Securities.

First Participation Notice. In the event that the Company proposes to undertake an issuance of issue New Securities (in a single transaction or a series of related transactions)Securities, it shall give to each Rights Holder Preferred Shareholder a written notice of its intention to issue New Securities (the “First Participation Notice”), stating that it is the First Participation Notice and describing the amount and type of New Securities, the price and the general terms and conditions upon which the Company proposes to issue such New Securities and the identity of each prospective subscriber of such New Securities and its controller(s) (if any)Securities. Each Rights Holder Preferred Shareholder shall have ten (10) Business Days from the date of receipt of any such First Participation Notice (the “First Participation Period”) to agree in writing right to purchase up to such Rights Holder’s Preemptive Pro Rata Share its pro rata share of any such New Securities for the price and upon the terms and conditions specified in the First Participation Notice by giving a written notice to the Company within ten (10) Business Days from the date of receipt of such Participation Notice and stating therein the quantity of New Securities to be purchased by it (not to exceed such Rights HolderPreferred Shareholder’s Preemptive Pro Rata Sharepro rata share). If any Rights Holder Preferred Shareholder fails to so respond in writing within such ten (10) Business Day period to purchase its pro rata share of the First Participation PeriodNew Securities in full, then such Rights Holder it shall forfeit the right hereunder to purchase that part of its Preemptive Pro Rata Share pro rata share of such New Securities, Securities that it did not elect to purchase but shall not be deemed without prejudice to forfeit its any right with respect to participate in any future or other issuance offerings of New Securities. For the purposes of this Section 2.2, a Preferred Shareholder’s “pro rata share” shall mean the ratio of (a) the aggregate number of all Ordinary Shares (assuming the conversion of all Preferred Shares and exercise of all Warrants) held by such Preferred Shareholder immediately prior to the issuance of the New Securities, to (b) the aggregate number of all Ordinary Shares (assuming the conversion of all Preferred Shares and exercise of all Warrants) then outstanding held by all Preferred Shareholders immediately prior to the issuance of the New Securities.