Common use of Option ADSs Clause in Contracts

Option ADSs. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters, severally and not jointly, to purchase up to an additional 1,320,000 Option Shares (to be delivered in the form of Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. The option hereby granted may be exercised for 30 days after the date hereof and may be exercised in whole or in part at any time upon notice by the Representatives to the Company setting forth the number of Option Shares (to be delivered in the form of Option ADSs) as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such time and date of delivery (“Date of Delivery”) shall be determined by the Representatives, but shall not be later than seven full business days, nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If the option is exercised as to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares (to be delivered in the form of Option ADSs) then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, in each case, to such adjustments as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSs.

Option ADSs. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the purchase price per ADS set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, all or any part of the Option ADSs, plus any additional number of Option ADSs which such Underwriter may become obligated to purchase up pursuant to an additional 1,320,000 Option Shares (to be delivered in the form provisions of Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. Section 8 hereof. The option hereby granted may be exercised for will expire 30 days after the date hereof and may be exercised in whole or in part at any from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial ADSs upon notice by the Representatives Representative to the Company setting forth the number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such Any such time and date of delivery (an “Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than seven three full business daysdays (or earlier, nor earlier without the consent of the Company, than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), days) after the exercise of said such option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase the number of Option ADSs that bear the same proportion of to the total number of Option Shares (to be delivered in the form of Option ADSs) ADSs then being purchased which as the number of Initial Shares (delivered in the form of Initial ADSs) ADSs set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, subject in each case, case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSsshares.

Option ADSs. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company Warrant Holders hereby grants an option to the Underwriters, severally and not jointly, Underwriter to purchase up to an additional 1,320,000 Option Shares (to be delivered 521,739 ADSs, as set forth in the form of Option ADSs)Schedule B, at the price per Option Share (to be delivered in the form of an Option ADS) ADS set forth in Schedule A. A, net of all reimbursements, costs and expenses pursuant to Section 4(a), less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial ADSs but not payable on the Option ADSs. The option hereby granted may be exercised for 30 days after the date hereof and may be exercised in whole or in part at any time from time to time upon notice by the Representatives Underwriter to the Company Warrant Holders setting forth the number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters Underwriter are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such Any such time and date of delivery (a “Date of Delivery”) shall be determined by the RepresentativesUnderwriter, but shall not be later than seven full business days, nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If the option is exercised as to all or any portion of the Option Shares (to be delivered in ADSs, the form of Option ADSs), each of the Underwriters, acting severally and not jointly, Underwriter will purchase that proportion of the total number of Option Shares (to be delivered in the form of Option ADSs) then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) ADSs set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs)its name, subject, in each case, to such adjustments as the Representatives Underwriter in their its sole discretion shall make to eliminate any sales or purchases of fractional ADSsshares.

Option ADSs. In addition, on On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption ADSs at the same purchase price as the Firm ADSs, severally and not jointly, to purchase up to an additional 1,320,000 Option Shares (to be delivered for use solely in covering any over-allotments made by the Underwriters in the form sale and distribution of Option the Firm ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. . The option hereby granted may be exercised for 30 days after the date hereof and hereunder may be exercised in whole or in part at any time (but not more than once) within 30 days after the effective date of this Agreement upon notice (which notice must be confirmed in writing and may be made by electronic mail to the Company) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Ordinary Shares underlying the Option Shares (ADSs are to be delivered in issued and the form of Option ADSs). Such time and date of delivery (“Date of Delivery”) shall ADSs are to be determined by the Representativesdelivered, but shall not be later in no event earlier than seven full business days, the First Closing Date (as defined above) nor earlier than two full the second business days (unless delivery of day or later than the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), tenth business day after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If date on which the option is exercised as to all or any portion shall have been exercised. The number of the Option Shares (ADSs to be delivered in purchased by each Underwriter shall be the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares (ADSs to be delivered in purchased by the form of Option ADSs) then being purchased which several Underwriters as the number of Initial Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of Firm ADSs to be purchased by such Underwriter bears to is of the total number of Initial Shares (delivered Firm ADSs to be purchased by the several Underwriters, as adjusted by the Representative in the form of Initial ADSs), subject, in each case, to such adjustments manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional ADSs. No Option ADSs shall be sold and delivered unless the Firm ADSs previously have been, or simultaneously are, sold and delivered.

Option ADSs. In addition, on On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Company hereby grants an option to the several Underwriters, severally and not jointly, an option to purchase up to an additional 1,320,000 all or any portion of the Option Shares (to be delivered in the form of Option ADSs), ADSs at the same purchase price per Option Share (to be delivered in as the form of an Option ADS) set forth in Schedule A. Firm ADSs. The option hereby granted may be exercised for 30 days after the date hereof and hereunder may be exercised in whole or in part at any time within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares (ADSs are to be delivered in the form of Option ADSs). Such time and date of delivery (“Date of Delivery”) shall be determined by the Representativesdelivered, but shall not be later in no event earlier than seven full business days, the First Closing Date (as defined below) nor earlier than two full business days the second Business Day (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (as defined below)), ) or later than the fifth Business Day after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If date on which the option is shall have been exercised as to all or any portion of if after the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total First Closing Date. The number of Option Shares (ADSs to be delivered in purchased by each Underwriter shall be the form of Option ADSs) then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) same percentage as set forth in Schedule A I opposite the name of such Underwriter bears Underwriter. No Option ADSs shall be sold and delivered unless the Firm ADSs previously have been, or simultaneously are, sold and delivered. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, in each case, to such adjustments as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSsCompany.

Option ADSs. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters, severally and not jointly, to purchase up to an additional 1,320,000 [ ] Option Shares (to be delivered in the form of Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. The option hereby granted may be exercised for 30 days after the date hereof and may be exercised in whole or in part at any time from time to time upon notice by the Representatives to the Company setting forth the number of Option Shares (to be delivered in the form of Option ADSs) as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than seven full business days, nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If the option is exercised as to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares (to be delivered in the form of Option ADSs) then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, in each case, to such adjustments as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSs.

Option ADSs. In addition, on On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Company hereby grants to the several Underwriters an option to the Underwriters, severally and not jointly, to purchase up to 228,033 Option ADSs and the Selling Shareholder hereby grants to the several Underwriters an additional 1,320,000 option to purchase up to 229,336 Option Shares (to be delivered ADSs, in each case at the same purchase price as the Firm ADSs, for use solely in covering any over-allotments made by the Underwriters in the form sale and distribution of Option the Firm ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. . The option hereby granted may be exercised for 30 days after the date hereof and hereunder may be exercised in whole or in part at any time from time to time within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Representatives to the Company and the Selling Shareholder setting forth the aggregate number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares (ADSs are to be delivered in the form of Option ADSs). Such time and date of delivery (“Date of Delivery”) shall be determined by the Representativesdelivered, but shall in no event earlier than the First Closing Date (as defined below) nor (if not be the First Closing Date) earlier than the second business day or later than seven full the tenth business days, nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), day after the exercise of said option, except as otherwise agreed by date on which the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Timeoption shall have been exercised. If the option is exercised as exercised, the obligation of each Underwriter shall be to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), purchase from each of the Underwriters, acting severally Company and not jointly, will purchase the Selling Shareholder the number of Option ADSs that proportion shall be the same percentage of the total number of Option Shares (ADSs to be delivered in purchased by the form several Underwriters as the percentage of Option ADSs) then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of Firm ADSs to be purchased by such Underwriter bears to from each of the Company and the Selling Shareholder is of the total number of Initial Shares (delivered Firm ADSs to be purchased by the several Underwriters, as adjusted by the Representatives in the form of Initial ADSs), subject, in each case, to such adjustments manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional ADSs. No Option ADSs shall be sold and delivered unless the Firm ADSs previously have been, or simultaneously are, sold and delivered.

Option ADSs. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters, severally and not jointly, to purchase up to an additional 1,320,000 Option Shares (to be delivered in the form of 522,000 Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) ADS set forth in Schedule A. A, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial Securities but not payable on the Option ADSs. The option hereby granted may be exercised for 30 days after the date hereof and may be exercised in whole or in part at any time from time to time upon notice by the Representatives Representative to the Company setting forth the number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such Any such time and date of delivery (a “Date of Delivery”) shall be determined by the RepresentativesRepresentative, but any Date of Delivery after the Closing Time shall not be later than seven full business days, days nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If the option is exercised as to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares (to be delivered in the form of Option ADSs) ADSs then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) ADSs set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, in each case, to such adjustments as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional ADSsshares.

Option ADSs. In addition, on On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption ADSs at the same purchase price as the Firm ADSs, severally and not jointly, to purchase up to an additional 1,320,000 Option Shares (to be delivered for use solely in covering any over-allotments made by the Underwriters in the form sale and distribution of Option the Firm ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. . The option hereby granted may be exercised for 30 days after the date hereof and hereunder may be exercised in whole or in part at any time from time to time within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares (ADSs are to be delivered in the form of Option ADSs). Such time and date of delivery (“Date of Delivery”) shall be determined by the Representativesdelivered, but shall not be later in no event earlier than seven full business days, the First Closing Date (as defined below) nor earlier than two full the second business days (unless delivery of day or later than the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), tenth business day after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If date on which the option is exercised as to all or any portion shall have been exercised. The number of the Option Shares (ADSs to be delivered in purchased by each Underwriter shall be the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares (ADSs to be delivered in purchased by the form of Option ADSs) then being purchased which several Underwriters as the number of Initial Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of Firm ADSs to be purchased by such Underwriter bears to is of the total number of Initial Shares (delivered Firm ADSs to be purchased by the several Underwriters, as adjusted by the Representative in the form of Initial ADSs), subject, in each case, to such adjustments manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional ADSs. No Option ADSs shall be sold and delivered unless the Firm ADSs previously have been, or simultaneously are, sold and delivered.

Option ADSs. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters, severally and not jointly, to purchase up to an additional 1,320,000 [•] Option Shares (to be delivered deposited with the Depositary to allow for the delivery of such Option Shares in the form of ADSs) equal to the number of Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) share set forth in Schedule A. A, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Underwritten Shares but not payable on the Option Shares. The option hereby granted may be exercised for 30 days after the date hereof and may be exercised in whole or in part at any time from time to time upon notice by the Representatives to the Company setting forth the number of Option Shares (to be delivered deposited with the Depositary to allow for the delivery of such Option Shares in the form of Option ADSs) equal to the number of Option ADSs as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered deposited with the Depositary to allow for the delivery of such Option Shares in the form of Option ADSs). Such Any such time and date of payment and delivery (a “Date of Delivery”) shall be determined by the Representatives, but any Date of Delivery after the Closing Time shall not be later than seven full business days, days nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If the option is exercised as to all or any portion of the Option Shares (to be delivered deposited with the Depositary to allow for the delivery of such Option Shares in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares (to be delivered in the form of Option ADSs) then being purchased which the number of Initial Underwritten Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs)Underwritten Shares, subject, in each case, to such adjustments as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSs. The Company agrees to take such steps to cause the delivery of the Option ADSs to the Underwriters upon the deposit of Shares with the Depositary, as contemplated by the Prospectus.

Option ADSs. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the purchase price per ADS set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, all or any part of the Option ADSs, plus any additional number of Option ADSs which such Underwriter may become obligated to purchase up pursuant to an additional 1,320,000 Option Shares (to be delivered in the form provisions of Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. Section 8 hereof. The option hereby granted may be exercised for will expire 30 days after the date hereof and may be exercised in whole or in part at any from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial ADSs upon notice by the Representatives to the Company setting forth the number of Option Shares (to be delivered in the form of Option ADSs) ADSs as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such Any such time and date of delivery (an “Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than seven three full business daysdays (or earlier, nor earlier without the consent of the Company, than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)), days) after the exercise of said such option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase the number of Option ADSs that bear the same proportion of to the total number of Option Shares (to be delivered in the form of Option ADSs) ADSs then being purchased which as the number of Initial Shares (delivered in the form of Initial ADSs) ADSs set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, subject in each case, case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSsshares.

Option ADSs. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters, severally and not jointly, to purchase up to an additional 1,320,000 [●] Option Shares (to be delivered in the form of Option ADSs), at the price per Option Share (to be delivered in the form of an Option ADS) set forth in Schedule A. The option hereby granted may be exercised for 30 calendar days after the date hereof and may be exercised in whole or in part at any time upon notice by the Representatives to the Company setting forth the number of Option Shares (to be delivered in the form of Option ADSs) as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares (to be delivered in the form of Option ADSs). Such Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but any Date of Delivery after the Closing Time (as defined below) shall not be later than seven full business days, nor earlier than two full business days (unless delivery of the Option Shares is to occur concurrently with delivery of the Initial Shares at the Closing Time (defined below)Time), after the exercise of said option, except as otherwise agreed by the Representatives and the Company, nor in any event prior to the delivery (règlement-livraison) of the Initial Shares at Closing Time. If the option is exercised as to all or any portion of the Option Shares (to be delivered in the form of Option ADSs), each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares (to be delivered in the form of Option ADSs) then being purchased which the number of Initial Shares (delivered in the form of Initial ADSs) set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares (delivered in the form of Initial ADSs), subject, in each case, to such adjustments as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional ADSs.