Common use of Preferred Holders’ Option Clause in Contracts

Preferred Holders’ Option. (i) If and to the extent that any Offered Shares have not been purchased pursuant to Section 4.3(a) of this Appendix, each Preferred Holder shall have the right, exercisable upon written notice to the Selling Shareholder, the Company and each other Ordinary Holder and Preferred Holder, within forty-five (45) days after the Company Refusal Period (the “First Refusal Period”), to elect to purchase all or any part of its pro rata share of the Offered Shares equivalent to the product obtained by multiplying the aggregate number of the Offered Shares by a fraction, the numerator of which is the number of Ordinary Shares (calculated on an as-converted basis) held by such Preferred Holder on the date of the Transfer Notice and the denominator of which is the total number of Ordinary Shares (calculated on an as-converted basis) owned by all the Preferred Holders on the date of the Transfer Notice, at the same price and subject to the same material terms and conditions as described in the Transfer Notice;

Appears in 3 contracts

Samples: Shareholders’ Agreement (Le Gaga Holdings LTD), Series B1 Preferred Share Subscription Agreement (Le Gaga Holdings LTD), Shareholders’ Agreement (Le Gaga Holdings LTD)

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Preferred Holders’ Option. (i) If if and to the extent that any Offered Shares have not been purchased pursuant to Section 4.3(a) of this Appendix), each Preferred Holder shall have the right, exercisable upon written notice to the Selling Shareholder, the Company and each other Ordinary Holder and Preferred Holder, within forty-five (45) days after the Company Refusal Period (the “First Refusal Period”), to elect to purchase all or any part of its pro rata share of the Offered Shares equivalent to the product obtained by multiplying the aggregate number of the Offered Shares by a fraction, the numerator of which is the number of Ordinary Shares (calculated on an as-converted basis) held by such Preferred Holder on the date of the Transfer Notice and the denominator of which is the total number of Ordinary Shares (calculated on an as-converted basis) owned by all the Preferred Holders on the date of the Transfer Notice, at the same price and subject to the same material terms and conditions as described in the Transfer Notice;

Appears in 2 contracts

Samples: Shareholders’ Agreement (Le Gaga Holdings LTD), Series B1 Preferred Share Subscription Agreement (Le Gaga Holdings LTD)

Preferred Holders’ Option. (i) If and to the extent that any Offered Shares have not been purchased pursuant to Section 4.3(a) of this Appendix), each Preferred Holder shall have the right, exercisable upon written notice to the Selling Shareholder, the Company and each other Ordinary Holder and Preferred Holder, within forty-five (45) days after the Company Refusal Period (the “First Refusal Period”), to elect to purchase all or any part of its pro rata share of the Offered Shares equivalent to the product obtained by multiplying the aggregate number of the Offered Shares by a fraction, the numerator of which is the number of Ordinary Shares (calculated on an as-converted basis) held by such Preferred Holder on the date of the Transfer Notice and the denominator of which is the total number of Ordinary Shares (calculated on an as-converted basis) owned by all the Preferred Holders on the date of the Transfer Notice, at the same price and subject to the same material terms and conditions as described in the Transfer Notice;

Appears in 1 contract

Samples: Shareholders’ Agreement (Le Gaga Holdings LTD)

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Preferred Holders’ Option. (i) If and to the extent that any Offered Shares have not been purchased pursuant to Section 4.3(a) of this Appendix), each Preferred Holder shall have the right, exercisable upon written notice to the Selling Shareholder, Shareholder the Company and each other Ordinary Holder and Preferred Holder, within forty-five (45) days after the Company Refusal Period (the “First Refusal Period”), to elect to purchase all or any part of its pro rata share of the Offered Shares equivalent to the product obtained by multiplying the aggregate number of the Offered Shares by a fraction, the numerator of which is the number of Ordinary Shares (calculated on an as-converted basis) held by such Preferred Holder on the date of the Transfer Notice and the denominator of which is the total number of Ordinary Shares (calculated on an as-converted basis) owned by all the Preferred Holders on the date of the Transfer Notice, at the same price and subject to the same material terms and conditions as described in the Transfer Notice;

Appears in 1 contract

Samples: Shareholders’ Agreement (Le Gaga Holdings LTD)

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