0000950123-21-007266 Sample Contracts

SERIES F PREFERRED SHARES PURCHASE AGREEMENT
Series F Preferred Shares Purchase Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties intending to be legally bound hereto hereby agree as follows:

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SHARE PURCHASE AND EXCHANGE AGREEMENT
Share Purchase and Exchange Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties intending to be legally bound hereto hereby agree as follows:

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SERIES E PREFERRED SHARE PURCHASE AGREEMENT
Series E Preferred Share Purchase Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties intending to be legally bound hereto hereby agree as follows:

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SERIES F PREFERRED SHARE PURCHASE AGREEMENT
Series F Preferred Share Purchase Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties intending to be legally bound hereto hereby agree as follows:

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THIS CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of July 14, 2020 by and among:
Convertible Note Purchase Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

WHEREAS, subject to the terms and conditions set forth herein, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company at the Note Closing certain convertible promissory note (the “Note”) in the aggregate principal amount of US$27,000,000 (the “Principal Amount”), which shall be convertible into certain shares of the Company on the terms stated in the Note Instrument; and

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SIXTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT
Shareholder Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

Each of the parties to this Agreement is referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein without definition shall have the meanings set forth in the Purchase Agreement (as defined below).

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SIXTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT
Right of First Refusal and Co-Sale Agreement • May 21st, 2021 • Missfresh LTD • Retail-retail stores, nec • Hong Kong

THIS SIXTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is entered into on February 9, 2021, by and among:

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