Common use of Information and Inspection Rights Clause in Contracts

Information and Inspection Rights. The Company covenants and agrees that, commencing on the date of this Agreement, for so long as the Investor holds at least 500,000 shares of Series A Preferred Stock issued under the Purchase Agreement (including, for purposes of this Section 1.1, shares of the Company’s common stock, $.001 par value (the “Common Stock”) issuable upon conversion of Series A Preferred Stock), the Company will deliver to the Investor: (a) audited annual financial statements within 120 days after the end of each fiscal year; (b) unaudited quarterly financial statements within 45 days of the end of each fiscal quarter; (c) an annual budget for the following fiscal year within 30 days prior to the end of each fiscal year; and (d) upon the written request by the Investor, such other information as the Investor shall reasonably request. The Company further covenants and agrees that, commencing on the date of this Agreement, for so long as the Investor holds at least 500,000 shares of Series A Preferred Stock issued under the Purchase Agreement, the Company shall permit the Investor and such agents as it may designate, at the Investor’s expense, to visit and inspect any of the properties of the Company and its subsidiaries (if any), examine their books and take copies and extracts therefrom, discuss the affairs, finances and accounts of the Company and its subsidiaries with their officers, employees and public accountants (and the Company hereby authorizes said accountants to discuss with the Investor and such designees such affairs, finances and accounts), and consult with and advise the management of the Company and its subsidiaries as to their affairs, finances and accounts, all at reasonable times and upon reasonable notice. Any information furnished to the Investor by the Company in connection with the foregoing shall be subject to the provisions of Section 5 hereof. These information and inspection rights shall terminate upon the closing of a firm commitment underwritten public offering of shares of Common Stock in which the aggregate net proceeds from such offering to the Company shall be at least $80,000,000 (a “Qualified Public Offering”).

Information and Inspection Rights. The Company covenants and agrees that, commencing on the date of this Agreement, for so long as the Investor holds at least 500,000 shares of any Series A Preferred Stock issued under the Purchase Agreement (includingShares, for purposes of this Section 1.1Series B Shares, shares of the Company’s common stockSeries C Shares, $.001 par value (the “Common Stock”) issuable upon conversion of or Series A Preferred Stock)C-1 Shares are outstanding, the Company will shall deliver to each Series A Investor, Series B Investor, Series C Investor or Series C-1 Investor, as the Investorcase may be: (a) audited annual consolidated financial statements statements, within 120 ninety (90) days after the end of each fiscal year, and audited by an internationally recognized accounting firm chosen by the Company and acceptable to the Investors; (b) unaudited quarterly consolidated financial statements that compares actual results against annual budget, within 45 forty-five (45) days of after the end of each fiscal quarter; (c) unaudited monthly consolidated financial statements that compares actual results against annual budget, within twenty-one (21) days after the end of each month; (d) an annual budget for the following fiscal year within 30 forty-five (45) days prior to the end start of each fiscal year; (e) copies of all other documents or other information sent to any Person in such Person’s capacity as a shareholder of the Company; and (df) upon the written request by the such Investor, such other information as the such Investor shall reasonably requestrequest (the above rights, collectively, the “Information Rights”). All financial statements to be provided to the Investors pursuant to this Section 1.1 shall include an income statement, a balance sheet and a cash flow statement for the relevant period as well as for the fiscal year to-date and shall be prepared in conformance with accounting principles generally accepted in the United States (the “US GAAP”). The Company further covenants and agrees that, commencing on the date of this Agreement, for so long as the an Investor holds at least 500,000 shares of Series A any Preferred Stock issued under Shares, such Investor shall have the Purchase Agreementright (the “Inspection Rights”) to (i) inspect the facilities, the Company shall permit the Investor records and such agents as it may designate, at the Investor’s expense, to visit and inspect any of the properties books of the Company and any of its subsidiaries (if any), examine their books including but not limited to the PRC Subsidiary and take copies the Domestic Enterprise) at any time during regular working hours after notice is given to the Company and extracts therefrom, (ii) discuss the affairsbusiness, finances operation and accounts conditions of the Company and or any of its subsidiaries with their the Company’s directors, officers, employees employees, accountants, legal counsels and public accountants (investment bankers. The Information Rights and the Company hereby authorizes said accountants to discuss with the Investor and such designees such affairs, finances and accounts), and consult with and advise the management of the Company and its subsidiaries as to their affairs, finances and accounts, all at reasonable times and upon reasonable notice. Any information furnished to the Investor by the Company in connection with the foregoing shall be subject to the provisions of Section 5 hereof. These information and inspection rights Inspection Rights shall terminate upon consummation of the closing of a firm commitment underwritten registered public offering of shares of Common Stock in which the aggregate net proceeds from such offering to by the Company shall be at least $80,000,000 (a “Qualified Public Offering”).of its Common Shares on the NASDAQ National Market System in the United

Information and Inspection Rights. (a) The Company covenants and agrees that, commencing on the date of this AgreementEffective Date, for so long as the Investor holds at least 500,000 shares of Series A Preferred Stock issued under Holders or the Purchase Agreement (includingSeries B Preferred Holders, for purposes of this Section 1.1as the case may be, shares respectively hold 5% or more of the Company’s common stock's issued and outstanding shares (on an as converted, $.001 par value (the “Common Stock”) issuable upon conversion of Series A Preferred Stockfully diluted basis), the Company will (i) deliver to each of the Investor: (a) Series A Preferred Holders or Series B Preferred Holders, as the case may be, audited annual financial statements within 120 90 days after the end of each fiscal yearyear prepared in English with all figures expressed in United States dollars and; (bii) deliver to each of the Series A Preferred Holders, on the one hand, and General Atlantic Partners 64, L.P. ("General Atlantic") and i-Hatch Ventures, LLC ("i-Hatch"), on the other hand, as the case may be, (A) unaudited quarterly financial statements within 45 days of the end of each fiscal quarterquarter prepared in English with all figures expressed in United States dollars; (cB) unaudited monthly financial statements within 30 days of the end of each month; (C) an annual budget for the following fiscal year within 30 days prior to the end of each the preceding fiscal year; and (dD) copies of all documents or other information sent to any shareholder of the Company in such person's capacity as a shareholder. All financial statements to be provided to such Series A Preferred Holders or Series B Preferred Holders, as the case may be, pursuant to this Section 1.1(a)(i) and 1.1(a)(ii)(A) shall be prepared in conformance with Generally Accepted Accounting Principals of Korea applied on a consistent basis (with comments, in the case of audited annual financial statements, on major differences between the application of Generally Accepted Accounting Principals of Korea and the application of generally accepted accounting principles applicable in the United States). For purposes of Section 1.1(a)(i), the Company shall be deemed to have satisfied its obligation to provide the financial statements to the Series A Preferred Holders or the Series B Preferred Holders with the dispatch of such financial statements to the respective designee of each of the Series A Preferred Holders and the Series B Preferred Holders designated in accordance with the notice provision of Section 9.1(a) (the "Delivery Recipient"). Immediately upon the written request receipt by the InvestorDelivery Recipients of the financial statements provided pursuant to Section 1.1(a)(i), the i-Hatch Delivery Recipient shall deliver such other information as the Investor shall reasonably request. The Company further covenants and agrees that, commencing on the date financial statements to each respective holder of this Agreement, for so long as the Investor holds at least 500,000 74,285 shares of the Series A Preferred Stock issued under or the Purchase AgreementSeries B Preferred Stock, as the Company case may be. Materials provided to the Series A Preferred Holders, i-Hatch or General Atlantic pursuant to Section 1.1(a)(ii) shall permit not be forwarded to the Investor and such agents as it may designate, at remaining Series B Preferred Holders without the Investor’s expense, to visit and inspect any express written consent of the properties of the Company and its subsidiaries (if any), examine their books and take copies and extracts therefrom, discuss the affairs, finances and accounts of the Company and its subsidiaries with their officers, employees and public accountants (and the Company hereby authorizes said accountants to discuss with the Investor and such designees such affairs, finances and accounts), and consult with and advise the management of the Company and its subsidiaries as to their affairs, finances and accounts, all at reasonable times and upon reasonable notice. Any information furnished to the Investor by the Company in connection with the foregoing shall be subject to the provisions of Section 5 hereof. These information and inspection rights shall terminate upon the closing of a firm commitment underwritten public offering of shares of Common Stock in which the aggregate net proceeds from such offering to the Company shall be at least $80,000,000 (a “Qualified Public Offering”)Company.

Information and Inspection Rights. The Company covenants and agrees that, commencing on the date of this Agreement, for so long as the any Investor holds at least 500,000 the lesser of (a) ten percent (10%) of the shares of Series A Preferred Stock issued under (or underlying Common Stock) held by such Investor upon the consummation of the transactions contemplated by the Purchase Agreement and (including, for purposes of this Section 1.1, shares of the Company’s common stock, $.001 par value b) Preferred Stock (the “or underlying Common Stock”) issuable upon conversion having an original purchase price of Series A Preferred Stock)$500,000, the Company will deliver to the each Investor: (ai) its audited annual financial statements within 120 90 days after the end of each fiscal year; , (bii) its unaudited quarterly financial statements within 45 days of after the end of each fiscal quarter; , (ciii) an annual budget for the following fiscal year unless such Investor requests otherwise, its monthly financial statements within 30 days prior to after the end of each fiscal year; month, (iv) unless such Investor requests otherwise, all additional information provided to the Company's lenders and other equity holders and (dv) upon the written request by the any Investor, such other information as the such Investor shall reasonably request. The Company further covenants and agrees that all financial statements of the Company shall be prepared in conformance with United States generally accepted accounting principles ("GAAP"), subject to year end and quarterly adjustments. The Company further covenants and agrees that, 2 commencing on the date of this Agreement, for so long as the any Investor holds at least 500,000 a number of shares of Series A Preferred Stock issued under (or underlying Common Stock) entitling such Investor to the Purchase Agreementinformation rights provided above, the Company shall permit the such Investor and such agents as it may designateits representatives shall have reasonable access to the books, at records, personnel, accountants and properties of the Investor’s expenseCompany. Notwithstanding the foregoing, to visit and inspect no Investor holding shares of Preferred Stock (or underlying Common Stock) having an original purchase price of less than $100,000 shall have any of the properties rights of the Company and its subsidiaries (if any), examine their books and take copies and extracts therefrom, discuss the affairs, finances and accounts of the Company and its subsidiaries with their officers, employees and public accountants (and the Company hereby authorizes said accountants to discuss with the Investor and such designees such affairs, finances and accounts), and consult with and advise the management of the Company and its subsidiaries as to their affairs, finances and accounts, all at reasonable times and upon reasonable notice. Any information furnished to the Investor by the Company Investors contained in connection with the foregoing shall be subject to the provisions of this Section 5 hereof. These information and inspection rights shall terminate upon the closing of a firm commitment underwritten public offering of shares of Common Stock in which the aggregate net proceeds from such offering to the Company shall be at least $80,000,000 (a “Qualified Public Offering”)1.1.

Information and Inspection Rights. The Company covenants and agrees that, commencing on the date of this Agreement, for so long as the an Investor holds at least 500,000 shares of any Series A Preferred Stock issued under the Purchase Agreement (includingB Shares or any ordinary shares, for purposes of this Section 1.1par value US$0.00001 per share, shares of the Company’s common stock, $.001 par value Company (the “Common Stock”) issuable upon conversion of Series A Preferred Stock"ORDINARY SHARES"), the Company will deliver to the Investor: (a) audited annual consolidated financial statements within 120 ninety (90) days after the end of each fiscal year, audited by a reputable international accounting firm approved by the Investors; (b) unaudited quarterly consolidated financial statements within 45 forty-five (45) days of the end of each fiscal quarter; (c) unaudited monthly consolidated financial statements within thirty (30) days of the end of each month; (d) an annual consolidated budget for the following fiscal year within 30 thirty (30) days prior to the end of each fiscal year; (e) copies of all documents or other information sent to any shareholder and (df) upon the written request by the Investor, such other information as the Investor shall reasonably requestrequest (the "INFORMATION RIGHTS"). All financial statements to be provided to the Investor pursuant to this Section 1.1 shall include a balance sheet, an income statement and a statement of cash flows and shall be prepared in conformance with U.S. Generally Accepted Accounting Principles ("GAAP"). The Company further covenants and agrees that, commencing on the date of this Agreement, for so long as an Investor holds any Series B Shares or Ordinary Shares, the Investor holds at least 500,000 shares of Series A Preferred Stock issued under the Purchase Agreement, the Company shall permit the Investor and such agents as it may designate, at the Investor’s expense, to visit and inspect any have standard inspection rights of the properties facilities, records and books of the Company and its subsidiaries (if any)the PRC Companies, examine their books including, without limitation, discussing the business, operations and take copies and extracts therefrom, discuss the affairs, finances and accounts conditions of the Company Company, the PRC Affiliate, the PRC Subsidiary and its any other subsidiaries with their its directors. officers, employees and public accountants (and the Company hereby authorizes said accountants to discuss with the Investor and such designees such affairsemployees, finances and accounts), and consult with and advise the management of the Company and its subsidiaries as to their affairs, finances and accounts, all at reasonable times legal counsel and upon reasonable notice. Any information furnished to investment bankers (the Investor by the Company in connection with the foregoing shall be subject to the provisions of Section 5 hereof"INSPECTION RIGHTS"). These information Information Rights and inspection rights Inspection Rights shall terminate upon consummation of the closing of a firm commitment an underwritten public offering of shares the Ordinary Shares of Common Stock the Company in which the aggregate net United States, that has been registered under the Securities Act of 1933, as amended (the "SECURITIES ACT"), with gross proceeds from such offering to the Company shall be in excess of US$12,000,000 and a resulting pre-offering marketing capitalization of the Company of at least $80,000,000 US$50,000,000, or in a similar public offering of the Ordinary Shares of the Company in another jurisdiction which results in the Ordinary Shares trading publicly on a recognized regional or national securities exchange; provided that such offering satisfies the foregoing gross proceeds and offering price requirements (a “Qualified Public Offering”"QUALIFIED PUBLIC OFFERING").