Deed of Adherence. For any Transfer or subscription (except any subscription upon exercising any options granted under the ESOP) of Shares to be deemed effective, the transferee (in the case of a Transfer) shall assume the obligations of the transferor under this Agreement and the subscriber (in the case of a subscription) shall assume the obligations of a holder of Ordinary Shares or Preferred Shares (as the case may be) under this Agreement by executing and delivering to the Company a Deed of Adherence substantially in the form attached hereto as Exhibit B (the “Deed of Adherence”) unless such transferee or subscriber entered into a shareholders agreement to amend and restate this Agreement with the Parties or an amendment to this Agreement duly executed according to this Agreement. Upon the execution and delivery of a Deed of Adherence by a transferee or subscriber, such transferee or subscriber shall be deemed to be an Ordinary Shareholder, a Preferred Shareholder, an Investor, Holder and/or Party hereunder, as appropriate.
Appears in 4 contracts
Samples: Shareholders Agreement, Shareholders Agreement (Pinduoduo Inc.), Shareholders Agreement (Walnut Street Group Holding LTD)