Common use of Regulation S Notes Clause in Contracts

Regulation S Notes. (a) on or prior to the date one year after the last original issue date of the Notes (or such later date as the Company may instruct the Depositary), into Conversion Restricted ADSs (CUSIP No.: 4▇▇▇▇▇▇▇▇) by Converting Noteholders that are (x) not Affiliates of the Company and (y) “qualified institutional buyers”, or non-U.S. persons located outside the United States at the time of any such Conversion, and. (b) after the date one year after the last original issue date of the Notes (or such later date as the Company may instruct the Depositary), into freely transferrable ADSs (CUSIP No. 1▇▇▇▇▇▇▇▇) by Converting Noteholders that are not Affiliates of the Company. The Depositary shall cause the Conversion Restricted ADSs issued upon the deposit of the corresponding Conversion Restricted Shares to be separately identified on the books of the Depositary under CUSIP No.: 4▇▇▇▇▇▇▇▇ and shall cause such Conversion Restricted Shares to be held, to the extent practicable, separate and distinct by the Custodian from the other Deposited Securities held by the Custodian in respect of the ADSs issued under the Deposit Agreement that are not Conversion Restricted ADSs. The Conversion Restricted ADSs will not be eligible for inclusion into DTC. The Company hereby advises the Depositary, and the Depositary hereby agrees and acknowledges, that the Conversion Restricted ADSs issuable in accordance with the terms of this Letter Agreement shall be eligible to exercise all voting rights and receive dividend distributions, in each case in the manner and to the extent otherwise afforded to Restricted ADSs pursuant to the Deposit Agreement. The Depositary is hereby authorized and directed to issue the Conversion Restricted ADSs as uncertificated Restricted ADSs registered on the books of the Depositary in the name of the Converting Noteholders or their designees for the benefit of such Converting Noteholders.

Regulation S Notes. (a) on or prior to the date one year that is 40 days after the last original issue date of the Notes (or such later date as the Company may instruct the Depositary)November 3, 2017 into Conversion Restricted ADSs (CUSIP No.: 4▇▇▇▇▇▇▇▇) by Converting Noteholders that are (x) not Affiliates of the Company and (y) “qualified institutional buyers”, or non-U.S. persons located outside the United States at the time of any such Conversion, and. (b) after the date one year after the last original issue date of the Notes (or such later date as the Company may instruct the Depositary), into freely transferrable ADSs (CUSIP No. 1▇▇▇▇▇▇▇▇) by Converting Noteholders that are not Affiliates of the Company. (b) on or after the date that is 40 days after November 3, 2017 into freely transferrable ADSs by Converting Noteholders that are not Affiliates. The Depositary shall cause the Conversion Restricted ADSs issued upon the deposit of the corresponding Conversion Restricted Shares to be separately identified on the books of the Depositary under (i) CUSIP No.: 41▇▇▇▇▇▇▇▇ (in the case of the Conversion of Notes offered pursuant to Rule 144A under the Securities Act), and (ii) CUSIP No.: 1▇▇▇▇▇▇▇▇ (in the case of the Conversion of Notes offered pursuant to Regulation S under the Securities Act), and shall cause such Conversion Restricted Shares to be held, to the extent practicable, separate and distinct by the Custodian from the other Deposited Securities held by the Custodian in respect of the ADSs issued under the Deposit Agreement that are not Conversion Restricted ADSs. The Conversion Restricted ADSs will not be eligible for inclusion into DTC. The Company hereby advises the Depositary, Depositary and the Depositary hereby agrees and acknowledges, acknowledges that the Conversion Restricted ADSs issuable in accordance with the terms of this Letter Agreement shall be eligible to exercise all voting rights and receive dividend distributions, in each case in the manner and to the extent otherwise afforded to Restricted ADSs pursuant to the Deposit Agreement. The Depositary is hereby authorized and directed to issue the Conversion Restricted ADSs as uncertificated Restricted ADSs registered on the books of the Depositary in the name of the Converting Noteholders Holders or their designees for the benefit of such the Converting NoteholdersHolders.