Common use of Registration Other Than on Form F-3 or Form S-3 Clause in Contracts

Registration Other Than on Form F-3 or Form S-3. Subject to the terms of this Agreement, at any time or from time to time after the earlier of (i) the third (3rd) anniversary of the date of the Closing and (ii) six (6) months following the date of closing of an IPO, Holder(s) of no less than twenty-five percent (25%) of the then outstanding Registrable Securities may request in writing that the Company effect a Registration on any internationally recognized exchange that is approved by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares, and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares; provided that the Company shall not be obligated to effect such requested Registration if (x) it is for a public offering of Ordinary Shares reasonably anticipated to have an aggregate offering price to the public of less than US$10,000,000 or (y) the Company then meets the eligibility requirements applicable to use the Form F-3 or Form S-3 in connection with such Registration and is able to effect such requested Registration pursuant to Section 10.2 hereof. Upon receipt of such a request, the Company shall (x) promptly give written notice of the proposed Registration to all other Holders and (y) as soon as practicable, use its best efforts to cause the Registrable Securities specified in the request, together with any Registrable Securities of any Holder who requests in writing to join such Registration within fifteen (15) days after the Company’s delivery of written notice, to be Registered and/or qualified for sale and distribution in such jurisdiction as the Initiating Holders may request (subject to approval of such jurisdiction by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares), and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares. The Company shall be obligated to effect no more than two (2) Registrations pursuant to this Section 10.1 that have been declared and ordered effective.

Registration Other Than on Form F-3 or Form S-3. Subject to the terms of this Agreement, at any time or from time to time after the earlier of (i) the third (3rd) anniversary of the date of the Closing and (ii) that is six (6) months following after the closing of the IPO, or the date of closing of an IPOthat the lock-up by underwriters is partially or wholly released, Holder(s) of no less than twenty-five Holders holding twenty percent (2520%) or more of the voting power of the then outstanding Registrable Securities held by all Holders may request in writing that the Company effect a Registration on any internationally recognized exchange that is approved by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares, and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares; provided that the Company shall not be obligated to effect such requested Registration if (x) it is for a public offering of Ordinary Shares reasonably Registrable Securities having an anticipated to have an aggregate offering price to the public price, net of less than underwriting discounts and commissions, in excess of US$10,000,000 or (y) the Company then meets the eligibility requirements applicable to use the Form F-3 or Form S-3 in connection with such Registration and is able to effect such requested Registration pursuant to Section 10.2 hereof100,000,000. Upon receipt of such a request, the Company shall (x) promptly (but in no event more than three (3) business days thereafter) give written notice of the proposed Registration to all other Holders and (y) as soon as practicable, use its reasonable best efforts to cause the Registrable Securities specified in the request, together with any Registrable Securities of any Holder who requests in writing to join such Registration within fifteen (15) days after the Company’s delivery of written notice, to be Registered and/or qualified for sale and distribution in such jurisdiction as the Initiating Holders may request (subject to approval of such jurisdiction by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares), and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Sharesrequest. The Company shall be obligated to effect no more than two three (23) Registrations pursuant to this Section 10.1 2.1 that have been declared and ordered effective.; provided that if the sale of all of the Registrable Securities sought to be included pursuant to this Section 2.1 is not consummated, such Registration shall not be deemed to constitute one of the Registration rights granted pursuant to this Section 2.1. 13 Shareholders’ Agreement

Registration Other Than on Form F-3 or Form S-3. Subject to the terms of this Agreement, at any time or from time to time after the earlier of (i) the third fifth (3rd5th) anniversary of the date of the Closing and Date or (ii) six the date that is twelve (612) months following after the date of closing of an IPO, Holder(s) of no less than twenty-five percent (25%) holding at least 20% or more of the then outstanding Registrable Securities Preferred Shares (or Common Shares issued upon the conversion of the Preferred Shares) may request in writing that the Company effect a Registration for at least 20% of their Registrable Securities (or any lesser percentage if the anticipated gross receipts from the offering exceed US$5,000,000) on any internationally recognized exchange that is approved by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares, and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares; provided that the Company shall not be obligated reasonably acceptable to effect such requested Registration if (x) it is for a public offering of Ordinary Shares reasonably anticipated to have an aggregate offering price to the public of less than US$10,000,000 or (y) the Company then meets the eligibility requirements applicable to use the Form F-3 or Form S-3 in connection with such Registration and is able to effect such requested Registration pursuant to Section 10.2 hereofrequesting Holder(s). Upon receipt of such a request, the Company shall (x) promptly give written notice of the proposed Registration to all other Holders and (y) as soon as practicable, use its best efforts to cause the Registrable Securities specified in the request, together with any Registrable Securities of any Holder who requests in writing to join such Registration within fifteen (15) days after the Company’s delivery of written notice, to be Registered and/or qualified for sale and distribution in such jurisdiction as the Initiating Holders may request (subject to approval of such jurisdiction by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares), and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Sharesrequest. The Company shall not be obligated to effect no more than two (2) Registrations pursuant to this Section 10.1 2.1 hereof that have been declared and ordered effective; provided that if the sale of all of the Registrable Securities sought to be included pursuant to this Section 2.1 hereof is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such Registration, such Registration shall not be deemed to constitute one of the Registration rights granted pursuant to Section 2.1 hereof.

Registration Other Than on Form F-3 or Form S-3. Subject to the terms of this Agreement, at any time or from time to time after the earlier of (i) the third (3rd) anniversary of the date of the Closing and January 1, 2020 or (ii) six the date that is twelve (612) months following after the date of closing of an the IPO, Holder(s) of no less than twenty-five percent (25%) holding at least 50% or more of the then issued and outstanding Registrable Securities Preferred Shares (or Common Shares issued upon the conversion of the Preferred Shares) or the Angel Investor may request in writing that the Company effect a Registration for at least 20% of their Registrable Securities (or any lesser percentage if the anticipated gross receipts from the offering exceed US$5,000,000) on any internationally recognized exchange that is approved by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares, and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares; provided that the Company shall not be obligated reasonably acceptable to effect such requested Registration if (x) it is for a public offering of Ordinary Shares reasonably anticipated to have an aggregate offering price to the public of less than US$10,000,000 or (y) the Company then meets the eligibility requirements applicable to use the Form F-3 or Form S-3 in connection with such Registration and is able to effect such requested Registration pursuant to Section 10.2 hereofrequesting Holder(s). Upon receipt of such a request, the Company shall (x) promptly within two (2) days of the receipt of such written request give written notice of the proposed Registration to all other Holders and (y) as soon as practicable, use its best efforts to cause the Registrable Securities specified in the request, together with any Registrable Securities of any Holder who requests in writing to join such Registration within fifteen (15) days after the Company’s delivery receipt of such written notice, to be Registered and/or qualified for sale and distribution in such jurisdiction as the Initiating Holders may request (subject to approval of such jurisdiction by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares), and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Sharesrequest. The Company shall not be obligated to effect no more than two (2) Registrations pursuant to this Section 10.1 2.1 hereof that have been declared and ordered effective; provided that if the sale of all of the Registrable Securities sought to be included pursuant to this Section 2.1 hereof is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such Registration, such Registration shall not be deemed to constitute one of the Registration rights granted pursuant to Section 2.1 hereof.

Registration Other Than on Form F-3 or Form S-3. Subject to the terms of this Agreement, at any time or from time to time after the earlier of (i) the third (3rd) anniversary of the date of the Initial Closing and or (ii) the date that is six (6) months following after the date of closing of an the IPO, Holder(s) of no less than twenty-five percent (25%) holding at least 20% of the then outstanding Registrable Securities (the “Initiating Holders”) may request in writing that the Company effect a Registration for at least 25% of their Registrable Securities (or any lesser percentage if the anticipated gross receipts from the offering exceed US$5,000,000) on any internationally recognized exchange that is approved by holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series A Preferred Shares, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares, and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares; provided that the Company shall not be obligated reasonably acceptable to effect such requested Registration if (x) it is for a public offering of Ordinary Shares reasonably anticipated to have an aggregate offering price to the public of less than US$10,000,000 or (y) the Company then meets the eligibility requirements applicable to use the Form F-3 or Form S-3 in connection with such Registration and is able to effect such requested Registration pursuant to Section 10.2 hereofrequesting Holder(s). Upon receipt of such a request, the Company shall (x) promptly give written notice of the proposed Registration to all other Holders (and, if the FF Investor is a Holder, to the FF Beneficial Investor) and (y) as soon as practicable, use its reasonably best efforts to cause the Registrable Securities specified in the request, together with any Registrable Securities of any Holder who requests in writing to join such Registration within fifteen (15) days after the Company’s delivery of written notice, to be Registered and/or qualified for sale and distribution in such jurisdiction as the Initiating Holders may request (subject to approval of such jurisdiction by holders of at least sixty-six and two-thirds percent (66 2/3 %) of request. Notwithstanding the then outstanding Series A Preferred Sharesforegoing, holders of at least a majority of the then outstanding Series B Preferred Shares, holders of at least a majority of the then outstanding Series C Preferred Shares, holders of at least a majority of the then outstanding Series D Preferred Shares, holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series E Preferred Shares, holders of at least a majority of the then outstanding Series F Preferred Shares), and holders of at least sixty-six and two-thirds percent (66 2/3 %) of the then outstanding Series G Preferred Shares. The Company shall not be obligated to effect no more than two (2) Registrations pursuant to this Section 10.1 2.1 of this Exhibit that have been declared and ordered effective; provided that if the sale of all of the Registrable Securities sought to be included pursuant to this Section 2.1 of this Exhibit is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such Registration, such Registration shall not be deemed to constitute one of the Registration rights granted pursuant to this Section 2.1 of this Exhibit.