Common use of No Indirect Transfers Clause in Contracts

No Indirect Transfers. (a)Each Principal and each Principal Holding Company agrees, and (b) each Ordinary Shareholder agrees, in each case, not to circumvent or otherwise avoid the transfer restrictions or intent thereof set forth in this Agreement, whether by holding the Equity Securities of the Company indirectly through another Person (including a Principal Holding Company) or by causing or effecting, directly or indirectly, the Transfer or issuance of any Equity Securities by any such Person (including a Principal Holding Company), or otherwise. Each Principal and each Principal Holding Company furthermore agrees that, so long as such Principal is bound by this Agreement, the Transfer, sale or issuance of any Equity Securities of any Principal Holding Company of such Principal without the prior written consents of the Series A Majority and the Series B Majority shall be prohibited, and each such Principal and each such Principal Holding Company agrees not to make, cause or permit any Transfer, sale or issuance of any Equity Securities of such Principal Holding Company without the prior written consents of the Series A Majority and the Series B Majority. Any purported Transfer, sale or issuance of any Equity Securities of any Principal Holding Company in contravention of this Agreement shall be void and ineffective for any and all purposes and shall not confer on any transferee or purported transferee any rights whatsoever, and no Party (including without limitation, any Principal or Principal Holding Company) shall recognize any such Transfer, sale or issuance.

No Indirect Transfers. (a)Each Each Principal and each Principal Holding Company agrees, and (b) each Ordinary Shareholder agrees, in each case, agrees not to circumvent or otherwise avoid the transfer restrictions or intent thereof set forth in this Agreement, whether by holding the Equity Securities of the Company indirectly through another Person (including a Principal Holding Company) or by causing or effecting, directly or indirectly, the Transfer or issuance of any Equity Securities by any such Person (including a Principal Holding Company), or otherwise. Each Subject to Section 2.1(vii) and Section 2.5, each Principal and each Principal Holding Company furthermore agrees that, so long as such Principal is bound by this Agreement, the Transfer, sale or issuance of any Equity Securities of any Principal Holding Company of such Principal Company, without the prior written consents consent of the Series A Majority Board of Directors (including the Requisite Preferred Directors) at a duly convened board meeting or via unanimous written consent and the Series B prior written consent of the Majority Preferred Holders shall be prohibited, and each such Principal and each such Principal Holding Company agrees not to make, cause or permit any Transfer, sale or issuance of any Equity Securities of such Principal Holding Company Company, without the prior written consents consent of the Series A Majority Board of Directors (including the Requisite Preferred Directors) at a duly convened board meeting or via unanimous written consent and the Series B Majorityprior written consent of the Majority Preferred Holders. Any purported Transfer, sale or issuance of any Equity Securities of any Principal Holding Company in contravention of this Agreement shall be void and ineffective for any and all purposes and shall not confer on any transferee or purported transferee any rights whatsoever, and no Party (including without limitation, any Principal or Principal Holding Company) shall recognize any such Transfer, sale or issuance.

No Indirect Transfers. (a)Each Principal and each Principal Holding Company agrees, and (b) each Ordinary Shareholder agrees, in each case, Each of the Restricted Shareholders agrees not to circumvent or otherwise avoid the transfer restrictions or intent thereof set forth in this Agreement, whether by holding the Equity Securities of the Company indirectly through another Person (including a Principal any Management Holding CompanyEntity) or by causing or effecting, directly or indirectly, the Transfer or issuance of any Equity Securities by any such Person (including a Principal any Management Holding CompanyEntity), or otherwise. For the avoidance of doubt, the foregoing sentence is not intended to restrict Transfers of shares of Daojia by any shareholder of Daojia not in contravention with the then effective shareholders agreement of Daojia and applicable Laws. Each Principal of the Members of Management and each Principal the Management Holding Company Entities furthermore agrees that, so long as such Principal is bound by this Agreement, that the Transfer, sale or issuance of any Equity Securities of another Person so caused or effected (including by any Principal Management Holding Company of such Principal Entity) without the prior written consents consent of a majority of the Series A Majority Directors (including the affirmative votes of Xx. Xxxxx Xxx, Alibaba Director and the Series B Majority Sequoia Director) who are not Affiliated with the Member of Management or Management Holding Entity shall be prohibited, and each such Principal and each such Principal Member of Management or Management Holding Company Entity agrees not to make, cause or permit any Transfer, sale or issuance of any Equity Securities of such Principal another Person (including any Management Holding Company Entity) without the prior written consents consent of a majority of the Series A Majority Directors (including the affirmative votes of Xx. Xxxxx Xxx, Alibaba Director and the Series B MajoritySequoia Director) who are not Affiliated with the Member of Management or Management Holding Entity. Any purported Transfer, sale or issuance of any Equity Securities of another Person so caused or affected (including by any Principal Management Holding Company Entity) in contravention of this Agreement shall be void and ineffective for any and all purposes and shall not confer on any transferee or purported transferee any rights whatsoever, and no Party (including without limitation, any Principal or Principal Shareholder, Member of Management and Management Holding CompanyEntity) shall recognize any such Transfer, sale or issuance.

No Indirect Transfers. (a)Each Principal and each Principal Holding Company agrees, and (b) each Ordinary Shareholder agrees, in each case, not to circumvent or otherwise avoid the transfer restrictions or intent thereof set forth in this Agreement, whether by holding the Equity Securities of the Company indirectly through another Person (including a Principal Holding Company) or by causing or effecting, directly or indirectly, the Transfer or issuance of any Equity Securities by any such Person (including a Principal Holding Company), or otherwise. Each Principal and each Principal Holding Company furthermore agrees that, so long as such Principal is bound by this Agreement, the Transfer, sale or issuance of any Equity Securities of any Principal Holding Company of such Principal without the prior written consents of the Series A Majority, the Series B Majority and the Series B C Majority shall be prohibited, and each such Principal and each such Principal Holding Company agrees not to make, cause or permit any Transfer, sale or issuance of any Equity Securities of such Principal Holding Company without the prior written consents of the Series A Majority, the Series B Majority and the Series B C Majority. Any purported Transfer, sale or issuance of any Equity Securities of any Principal Holding Company in contravention of this Agreement shall be void and ineffective for any and all purposes and shall not confer on any transferee or purported transferee any rights whatsoever, and no Party (including without limitation, any Principal or Principal Holding Company) shall recognize any such Transfer, sale or issuance.