Common use of Agreement to Purchase and Sale Clause in Contracts

Agreement to Purchase and Sale. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), each of the Investors agrees to subscribe for and purchase, and the Company agrees to issue and sell to each Investor, such number of Subscribed Shares at such purchase price, as set forth opposite such Investor’s name on Table A of Schedule I attached hereto. Capitalization of the Company immediately after the Closing is set forth in Table B of Schedule I. The Parties agree that after the Closing, the Company is authorized and entitled to issue and sell a certain number of additional Series F Preferred Shares (the “Additional Purchased Shares”) with an aggregate subscription price up to US$60,000,000 to no more than three (3) investors (the “Additional Investors”) before June 30, 2020 at the same price and on the same terms and conditions as provided herein. For the avoidance of doubt, the Company shall not issue or sell any Additional Purchased Shares after June 30, 2020 without the prior written consent of CICC. In consideration of the purchase of Additional Purchased Shares, each Additional Investor shall, and the Company shall cause such Additional Investor to execute a deed of adherence in a form satisfactory to the Board and CICC to become a party hereto as an “Investor”, and to assume, enjoy, perform and comply with each of the rights and obligations of an Investor, as if it had been a party to this Agreement on the date hereof, and the Company and the other Parties agree that where there is a reference to an “Investor”, it shall be deemed to include a reference to such Additional Investor and with effect from the date of such deed of adherence.

Agreement to Purchase and Sale. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), each of the Investors Investor agrees to subscribe for and purchase, and the Company agrees to issue and sell to each the Investor, such number of Series F Preferred Shares (the “Subscribed Shares Shares”)with an aggregated purchase price (the “Purchase Price”) equals to the lesser of (i) USD295,000,000, or (ii) USD Equivalent of RMB1,978,000,000, at such purchase price, as set forth opposite such Investor’s name on Table A a price per share of Schedule I attached heretoUSD5.2733. Capitalization of the Company immediately after the Closing is set forth in Table B Schedule I (assuming the Purchase Price equals USD295,000,000). Subject to the Closing of Schedule I. The Parties agree that after the Closingtransaction contemplated hereby, the Investor or its designated Affiliate (for the purpose of this sub-section, each an “Additional Investor”) shall have the right, but not the obligation, and in its sole discretion, to subscribe from the Company, and the Company is authorized and entitled to shall issue and sell to the Investor or its designated Affiliate a certain number of additional Series F Preferred Shares (the “Additional Purchased Shares”) with an aggregate subscription price up to US$60,000,000 to USD Equivalent of RMB1,000,000,000 no more later than three six (36) investors (months after the “Additional Investors”) before June 30, 2020 Closing Date at the same price and on the same terms and conditions as provided herein. For the avoidance of doubt, the Company shall not issue or sell any Additional Purchased Shares after June 30, 2020 without the prior written consent of CICC. In consideration of the purchase of Additional Purchased Shares, each Additional Investor shall, and the Company shall cause such Additional Investor to execute a deed of adherence in a form satisfactory to the Board and CICC such Additional Investor to become a party hereto as an “Investor”, and to assume, enjoy, perform and comply with each of the rights and obligations of an Investor, as if it had been a party to this Agreement on the date hereof, and the Company and the other Parties agree that where there is a reference to an “Investor”, it shall be deemed to include a reference to such Additional Investor and with effect from the date of such deed of adherence.