Common use of Satisfaction of Regulatory Obligations Clause in Contracts

Satisfaction of Regulatory Obligations. If the Chinese Participant is a PRC resident, this RIU Award grant is subject to additional terms and conditions, which may include but are not limited to the following, as determined by the Company in its sole discretion, in order for the Company to comply with any applicable local laws and regulations or to obtain the applicable approvals from the PRC State Administration of Foreign Exchange (“SAFE”) to permit the operation of the Plan in accordance with applicable PRC exchange control laws and regulations, which shall apply to the Chinese Participant. (a) Any RIU Award granted to the Chinese Participant will be settled in cash only. This means that upon vesting of the RIUs, the Participant will receive in cash the value of the underlying shares of common stock at vesting, less any Tax-Related Items and broker’s fees or commissions, which will be remitted to you via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (b) For the purpose of Section 3 of the Agreement, each vested and unvested RIU Award granted to Chinese Participants under this Agreement shall have no value, neither be exercised, vested, or settled, in whole or in part, prior to an Initial Public Offering; and the Company may, in its sole and absolute discretion, cancel the RIU Award and substitute with a new RIU Award that will be implemented upon the Initial Public Offering of the Company. (c) The Company may, in its sole and absolute discretion, provide for the cancellation of such RIU Award in exchange for a cash payment equal to the number of Common Units subject to the RIU Award, multiplied by the fair market value of such Common Units, determined as of the date of vesting, less any Tax-Related Items and broker’s fees or commissions, which will be paid by the Company’s local Subsidiary to Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (d) The Chinese Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with any applicable SAFE rules and requirements in China.

Satisfaction of Regulatory Obligations. If the Chinese Participant Holder is a PRC resident, this RIU Award grant is subject to additional terms and conditions, which may include but are not limited to the following, as determined by the Company in its sole discretion, in order for the Company to comply with any applicable local laws and regulations or to obtain the applicable approvals from the PRC State Administration of Foreign Exchange (“SAFE”) to permit the operation of the Plan in accordance with applicable PRC exchange control laws and regulations, which shall apply to the Chinese ParticipantHolder. (a) Any RIU Award granted to the Chinese Participant Holder will be settled in cash only. This means that upon vesting of the RIUsrestricted stock units, the Participant Holder will receive in cash the value of the underlying shares of common stock at vesting, less any Tax-Related Items Required Tax Payments and broker’s fees or commissions, which will be remitted to you the Chinese Holder via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (b) For the purpose of Section 3 of the Agreement, each vested and unvested RIU Award granted to Chinese Participants Holders under this Agreement shall have no value, neither be exercised, vested, or settled, in whole or in part, prior to an Initial Public Offering; and the Company may, in its sole and absolute discretion, cancel the RIU Award and substitute with a new RIU Award that will be implemented upon the Initial Public Offering of the Company. (c) The Company may, in its sole and absolute discretion, provide for the cancellation of such RIU Award in exchange for a cash payment equal to the number of Common Units Stock subject to the RIU Award, multiplied by the fair market value of such Common UnitsStock, determined as of the date of vesting, less any Tax-Related Items Required Tax Payments and broker’s fees or commissions, which will be paid by the Company’s local Subsidiary to Chinese Participants Holders via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (d) The Chinese Participant Holder further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with any applicable SAFE rules and requirements in China.

Satisfaction of Regulatory Obligations. If the Chinese Participant is a PRC resident, this RIU PSU Award grant is subject to additional terms and conditions, which may include but are not limited to the following, as determined by the Company in its sole discretion, in order for the Company to comply with any applicable local laws and regulations or to obtain the applicable approvals from the PRC State Administration of Foreign Exchange (“SAFE”) to permit the operation of the Plan in accordance with applicable PRC exchange control laws and regulations, which shall apply to the Chinese Participant. (a) Any RIU PSU Award granted to the Chinese Participant will be settled in cash only. This means that upon vesting of the RIUsPSUs, the Participant will receive in cash the value of the underlying shares of common stock at vesting, less any Tax-Related Items and broker’s fees or commissions, which will be remitted to you the Chinese Participant via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (b) For the purpose of Section 3 of the Agreement, each vested and unvested RIU PSU Award granted to Chinese Participants under this Agreement shall have no value, neither be exercised, vested, or settled, in whole or in part, prior to an Initial Public Offering; and the Company may, in its sole and absolute discretion, cancel the RIU PSU Award and substitute with a new RIU PSU Award that will be implemented upon the Initial Public Offering of the Company. (c) The Company may, in its sole and absolute discretion, provide for the cancellation of such RIU PSU Award in exchange for a cash payment equal to the number of shares of Common Units Stock subject to the RIU PSU Award, multiplied by the fair market value of such shares of Common UnitsStock, determined as of the date of vesting, less any Tax-Related Items and broker’s fees or commissions, which will be paid by the Company’s local Subsidiary to Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (d) The Chinese Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with any applicable SAFE rules and requirements in China.

Satisfaction of Regulatory Obligations. If the Chinese Participant is a PRC resident, this RIU Option Award grant is subject to additional terms and conditions, which may include but are not limited to the following, as determined by the Company in its sole discretion, in order for the Company to comply with any applicable local laws and regulations or to obtain the applicable approvals from the PRC State Administration of Foreign Exchange (“SAFE”) to permit the operation of the Plan in accordance with applicable PRC exchange control laws and regulations, which shall apply to the Chinese Participant. (a) Any RIU Award granted Notwithstanding Section 7(a) of the Agreement, the Company shall, to the extent the Chinese Participant will be settled is able to and thereby attempts to exercise the Option Award, provide for the cancellation of such Option Award in exchange for a cash only. This means payment equal to the number of shares of Common Stock subject to the Option Award that upon vesting the Chinese Participant intended to exercise, multiplied by the difference (if any) between the fair market value, determined as of the RIUs, date of exercise and the Participant will receive in cash the value of the underlying shares of common stock at vesting, Exercise Price less any Tax-Related Items and broker’s fees or commissions, which will be remitted paid by the Company’s local Subsidiary to you Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. For the avoidance of doubt, any cash payment will only be payable if the Option purported to be exercised would have otherwise been exercisable in accordance with the terms of this Agreement. (b) For the purpose of Section 3 of the Agreement, each vested and unvested RIU Option Award granted to Chinese Participants under this Agreement shall have no value, neither be exercised, vested, or settled, in whole or in part, prior to an Initial Public Offering; and the Company may, in its sole and absolute discretion, cancel the RIU Option Award and substitute with a new RIU Option Award that will be implemented upon the Initial Public Offering of the Company. (c) The Company may, in its sole and absolute discretion, provide for the cancellation of such RIU Option Award in exchange for a cash payment equal to the number of shares of Common Units Stock subject to the RIU Option Award, multiplied by the fair market value of such Common Unitsdifference (if any) between the Fair Market Value, determined as of the date of vestingexercise and the Exercise Price, less any Tax-Related Items and broker’s fees or commissions, which will be paid by the Company’s local Subsidiary to Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (d) The Chinese Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with any applicable SAFE rules and requirements in China.

Satisfaction of Regulatory Obligations. If the Chinese Participant is a PRC resident, this RIU Option Award grant is subject to additional terms and conditions, which may include but are not limited to the following, as determined by the Company in its sole discretion, in order for the Company to comply with any applicable local laws and regulations or to obtain the applicable approvals from the PRC State Administration of Foreign Exchange (“SAFE”) to permit the operation of the Plan in accordance with applicable PRC exchange control laws and regulations, which shall apply to the Chinese Participant. (a) Any RIU Award granted Notwithstanding Section 7(a) of the Agreement, the Company shall, to the extent the Chinese Participant will be settled is able to and thereby attempts to exercise the Option Award, provide for the cancellation of such Option Award in exchange for a cash only. This means payment equal to the number of Common Units subject to the Option Award that upon vesting the Chinese Participant intended to exercise, multiplied by the difference (if any) between the fair market value, determined as of the RIUs, date of exercise and the Participant will receive in cash the value of the underlying shares of common stock at vesting, Exercise Price less any Tax-Related Items and broker’s fees or commissions, which will be remitted paid by the Company’s local Subsidiary to you Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. For the avoidance of doubt, any cash payment will only be payable if the Option purported to be exercised would have otherwise been exercisable in accordance with the terms of this Agreement. (b) For the purpose of Section 3 of the Agreement, each vested and unvested RIU Option Award granted to Chinese Participants under this Agreement shall have no value, neither be exercised, vested, or settled, in whole or in part, prior to an Initial Public Offering; and the Company may, in its sole and absolute discretion, cancel the RIU Option Award and substitute with a new RIU Option Award that will be implemented upon the Initial Public Offering of the Company. (c) The Company may, in its sole and absolute discretion, provide for the cancellation of such RIU Option Award in exchange for a cash payment equal to the number of Common Units subject to the RIU Option Award, multiplied by the fair market value of such Common Unitsdifference (if any) between the Fair Market Value, determined as of the date of vestingexercise and the Exercise Price, less any Tax-Related Items and broker’s fees or commissions, which will be paid by the Company’s local Subsidiary to Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (d) The Chinese Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with any applicable SAFE rules and requirements in China.

Satisfaction of Regulatory Obligations. If the Chinese Participant is a PRC resident, this RIU RSU Award grant is subject to additional terms and conditions, which may include but are not limited to the following, as determined by the Company in its sole discretion, in order for the Company to comply with any applicable local laws and regulations or to obtain the applicable approvals from the PRC State Administration of Foreign Exchange (“SAFE”) to permit the operation of the Plan in accordance with applicable PRC exchange control laws and regulations, which shall apply to the Chinese Participant. (a) Any RIU RSU Award granted to the Chinese Participant will be settled in cash only. This means that upon vesting of the RIUsRSUs, the Participant will receive in cash the value of the underlying shares of common stock at vesting, less any Tax-Related Items and broker’s fees or commissions, which will be remitted to you the Chinese Participant via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (b) For the purpose of Section 3 of the Agreement, each vested and unvested RIU RSU Award granted to Chinese Participants under this Agreement shall have no value, neither be exercised, vested, or settled, in whole or in part, prior to an Initial Public Offering; and the Company may, in its sole and absolute discretion, cancel the RIU RSU Award and substitute with a new RIU RSU Award that will be implemented upon the Initial Public Offering of the Company. (c) The Company may, in its sole and absolute discretion, provide for the cancellation of such RIU RSU Award in exchange for a cash payment equal to the number of shares of Common Units Stock subject to the RIU RSU Award, multiplied by the fair market value of such shares of Common UnitsStock, determined as of the date of vesting, less any Tax-Related Items and broker’s fees or commissions, which will be paid by the Company’s local Subsidiary to Chinese Participants via local payroll in local currency. The Company shall have the sole discretion at the exchange conversion rate to be used for calculation of such cash payment. (d) The Chinese Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with any applicable SAFE rules and requirements in China.