Common use of Favorable Terms Clause in Contracts

Favorable Terms. The Group Company and the Founders jointly and severally undertake to JD that in the event any Group Company grants, issues, or provides any existing Shareholder (other than JD) any right, privilege or protection more favorable than those granted to JD (the “JD Favorable Terms”), then JD shall have the right to acquire such JD Favorable Terms and have them apply to (i) the shares JD is entitled to purchase and (ii) JD’s shares already in its possession; provided that, in the case the purchase price per share paid by any new investor is lower than purchase price per share paid by JD, JD shall have the right to acquire any right, privilege or protection more favorable than those granted to JD enjoyed by such new investor and have them apply to (i) the shares JD is entitled to purchase and (ii) JD’s shares already in its possession. The Group Company and the Founders jointly and severally undertake to Oriza that in the event any Group Company (A) grants, issues, or provides any existing Shareholder (other than JD) any right, privilege or protection more favorable than those granted to Oriza or (B) grants, issues, or provides JD any right, privilege or protection more favorable than those granted to Oriza (other than those already provided under the Transaction Documents (the “Oriza Favorable Terms”), then Oriza shall have the right to acquire such Oriza Favorable Terms and have them apply to (i) the shares Oriza is entitled to purchase and (ii) Oriza’s shares already in its possession; provided that, in the case the purchase price per share paid by any new investor is lower than purchase price per share paid by Oriza, Oriza shall have the right to acquire any right, privilege or protection more favorable than those granted to Oriza enjoyed by such new investor and have them apply to (i) the shares Oriza is entitled to purchase and (ii) Oriza’s shares already in its possession.