Common use of Repayment of the Note Clause in Contracts

Repayment of the Note. (a) Unless to the extent earlier converted into Conversion Shares pursuant to Section 4 of the Note, the outstanding Principal Amount and all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Note, shall be due and payable by the Company upon the earliest date (such earliest date, the “Due Date”) of: (i) the Maturity Date, (ii) if requested by the Purchaser in advance in writing, the date that is three (3) years after the Closing Date, and (iii) the occurrence of an Event of Default set forth in Section 5 of the Note and the written declaration of the Purchaser pursuant to (and subject to the conditions set forth in) Section 6. (b) All amounts payable on or in respect of the Note or the indebtedness evidenced hereby shall be paid to the Purchaser in lawful money of the United States of America within three (3) Business Days after the Due Date. The Company shall make such payments of the unpaid Principal Amount, together with all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Note, to the Purchaser by wire transfer of immediately available funds for the account of the Purchaser as the Purchaser may designate from time to time and notify in writing to the Company at least five (5) Business Days prior to the payment date. Payment shall be credited first to accrued and unpaid interest in respect of the Note, and any remainder shall be applied to the outstanding Principal Amount. (c) All payments of principal and interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion) by or on behalf of the Company shall be made free and clear of, and without withholding or deduction for or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of the Cayman Islands or the PRC or any political subdivision thereof or any authority therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments or governmental charges is required by law. (d) Where such withholding or deduction is made by the Company by or within the PRC or the Cayman Islands, the Company will pay such additional amounts as will result in receipt by the Purchaser after such withholding or deduction of such amounts as would have been received by them had no such withholding or deduction been required. Any reference in this Note to Principal Amount or interest shall be deemed to include any additional amounts in respect of Principal Amount or interest (as the case may be) which may be payable under this Section 2(d) or any undertaking given in addition to or in substitution of this Section 2(d).

Repayment of the Note. (a) Unless to the extent earlier converted into Conversion Shares pursuant to Section 4 of the Note, (a) the outstanding Principal Amount and all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on thereon if the Purchaser does not exercise any portion of the Principal Amount that has been converted pursuant its right to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to convert provided for under Section 4 of the Note, or (b) the Remaining Conversion Amount and the interest accrued thereon if the Note is converted in part and only the portion of the Note relating to First Conversion Amount is duly converted into the Conversion Shares, shall be due and payable by the Company upon the earliest date (such earliest date, the “Due Date”) earlier of: (i) the Maturity Date, and (ii) if requested by the Purchaser in advance in writing, the date that is three (3) years after the Closing Date, and (iii) the occurrence of an Event of Default set forth in Section 5 of the Note (the “Due Date”). Upon the due conversion in full of the Note pursuant to and in accordance with Section 4 of the Note, any and all of the payment obligations of the Company under this Note and the written declaration of the Purchaser pursuant to (and subject to the conditions set forth in) Section 6Convertible Note Purchase Agreement shall be fully discharged. (b) All amounts payable on or in respect of the Note or the indebtedness evidenced hereby shall be paid to the Purchaser in lawful money of the United States of America America, within three (3) Business Days after the Due Date (such third Business Day after the Due Date, the “Repayment Deadline”). The Company shall make such payments of the unpaid Principal Amount, together with all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Notethereon, to the Purchaser by wire transfer of immediately available funds for the account of the Purchaser as the Purchaser may designate from time to time and notify in writing to the Company at least five (5) Business Days prior to the payment date. No interest will accrue during the period from the Due Date to the payment date, provided, however, if the Company fails to pay all amounts payable on or in respect of the Note or the indebtedness evidenced hereby on or prior to the Repayment Deadline, a late interest shall apply to the outstanding unpaid amount at thirteen percent (13%) per annum, calculated commencing from the day after the Repayment Deadline until the date on which all outstanding amounts are paid in full. Payment shall be credited first to accrued interest due and unpaid interest in respect of the Note, payable and any remainder shall be applied to the outstanding Principal Amount. (c) All payments of principal and interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion) by or on behalf of the Company shall be made free and clear of, and without withholding or deduction for or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of the Cayman Islands or the PRC or any political subdivision thereof or any authority therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments or governmental charges is required by law. (d) Where such withholding or deduction is made by the Company by or within the PRC or the Cayman Islands, the Company will pay such additional amounts as will result in receipt by the Purchaser after such withholding or deduction of such amounts as would have been received by them had no such withholding or deduction been required. Any reference in this Note to Principal Amount or interest shall be deemed to include any additional amounts in respect of Principal Amount or interest (as the case may be) which may be payable under this Section 2(d) or any undertaking given in addition to or in substitution of this Section 2(d).

Repayment of the Note. (a) Unless a. Upon Receipt from the TDT Custodian but in no event later than December 5th of each year commencing December 5, 2024 the Issuer shall deposit the Excess TDT Revenues with the Funds Custodian under the Funds Custodial Agreement for deposit to the extent earlier converted applicable Payment Accounts in the Debt Service Fund. In accordance with the Funds Custodial Agreement, the Funds Custodian shall transfer the Excess TDT Revenues in the into Conversion Shares pursuant the following accounts within the Debt Service Fund in the following order and priority: 1. To the Interest Account an amount equal to Section 4 the accrued interest due on the Note on the immediately following December 15; 2. To the Minimum Amortization Account an amount sufficient to pay any Minimum Amortization Payment that is due on the immediately following December 15; and 3. Any remaining balance shall be deposited to the Prepayment Account and used to prepay the principal amount of the Note on the immediately following December 15. b. On each December 15, the Funds Custodian shall pay to the Lender (i) the interest and principal due on the Loan in accordance with the invoice provided by the Lender to the Funds Custodian and (iii) any amounts to be used to prepay all or a portion of the outstanding principal amount of the Note, the outstanding Principal Amount and all accrued and unpaid interest in respect accordance with written instructions of the Issuer pursuant to the Funds Custodian Agreement. c. In the event the Excess TDT Revenues deposited into the Debt Service Fund are insufficient on December 5 of any year to pay the amounts due in Section D(a)(1) or (2) above on the immediately following December 15, the Issuer shall direct the LRF Custodian to transfer to the Funds Custodian for deposit in the applicable account in the Debt Service Fund amounts on deposit in the Liquidity Reserve Fund to cover such deficiency. If a deficiency still exists after the transfer of amount on deposit in the Liquidity Reserve Fund, the Issuer shall transfer the Pledged Revenues to the Funds Custodian, in an amount necessary to cover such remaining deficiency in accordance with Section C(d) above. d. The Issuer may apply the first $10,000,000 received on December 1, 2024 pursuant to the Funding Agreement, if such payment is received, to pay the accrued interest on the Note (includingon December 15, for the avoidance of doubt2024, any interest accrued on any portion and finance or refinance costs of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Note, shall be due and payable by the Company upon the earliest date (such earliest date, the “Due Date”) of: (i) the Maturity Date, (ii) if requested by the Purchaser in advance in writing, the date that is three (3) years after the Closing Date, and (iii) the occurrence of an Event of Default set forth in Section 5 of the Note and the written declaration of the Purchaser pursuant to (and subject to the conditions set forth in) Section 6Project. (b) All amounts payable on or in respect of the Note or the indebtedness evidenced hereby shall be paid to the Purchaser in lawful money of the United States of America within three (3) Business Days after the Due Date. The Company shall make such payments of the unpaid Principal Amount, together with all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Note, to the Purchaser by wire transfer of immediately available funds for the account of the Purchaser as the Purchaser may designate from time to time and notify in writing to the Company at least five (5) Business Days prior to the payment date. Payment shall be credited first to accrued and unpaid interest in respect of the Note, and any remainder shall be applied to the outstanding Principal Amount. (c) All payments of principal and interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion) by or on behalf of the Company shall be made free and clear of, and without withholding or deduction for or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of the Cayman Islands or the PRC or any political subdivision thereof or any authority therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments or governmental charges is required by law. (d) Where such withholding or deduction is made by the Company by or within the PRC or the Cayman Islands, the Company will pay such additional amounts as will result in receipt by the Purchaser after such withholding or deduction of such amounts as would have been received by them had no such withholding or deduction been required. Any reference in this Note to Principal Amount or interest shall be deemed to include any additional amounts in respect of Principal Amount or interest (as the case may be) which may be payable under this Section 2(d) or any undertaking given in addition to or in substitution of this Section 2(d).

Repayment of the Note. (a) Unless to the extent earlier converted into Conversion Shares Securities or earlier redeemed pursuant to Section Sections 4 of the Noteand 5, the outstanding Principal Amount and all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion)this Note, in each case other than any portion of such Principal Amount or interest converted or redeemed pursuant to Section Sections 4 of the Noteand 5, shall be due and payable by the Company upon the earliest date earlier (such earliest earlier date, the “Due Date”) of: (i) the Maturity Date, and (ii) if requested by the Purchaser in advance in writing, the date that is three (3) years after the Closing Date, and (iii) the occurrence of an Event of Default set forth in Section 5 of the Note 6 and the written declaration of the Purchaser pursuant to (and subject to the conditions set forth in) Section 67. (b) All amounts payable on or in respect of the this Note or the indebtedness evidenced hereby shall be paid to the Purchaser in lawful money of the United States of America within three (3) Business Days after the Due DateDate or the Interest Payment Date (as the case may be). The Company shall make such payments of the unpaid Principal Amount, together with all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion)this Note, in each case other than any portion of such Principal Amount or interest converted or redeemed pursuant to Section Sections 4 of the Noteand 5, to the Purchaser by wire transfer of immediately available funds for the account of the Purchaser as the Purchaser may designate from time to time and notify in writing to the Company at least five (5) Business Days prior to the relevant payment date. Payment shall be credited first to accrued and unpaid interest in respect of the this Note, and any remainder shall be applied to the outstanding Principal Amount. (c) All payments of principal and interest in respect of the this Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion) by or on behalf of the Company shall be made free and clear of, and without withholding or deduction for or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of the Cayman Islands or the PRC or any political subdivision thereof or any other authority therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments or governmental charges is required by law. (d) Where such withholding or deduction is made by the Company by or within the PRC or the Cayman IslandsIslands or otherwise, the Company will pay such additional amounts as will result in receipt by the Purchaser after such withholding or deduction of such amounts as would have been received by them had no such withholding or deduction been required. Any reference in this Note to Principal Amount or interest shall be deemed to include any additional amounts in respect of Principal Amount or interest (as the case may be) which may be payable under this Section 2(d) or any undertaking given in addition to or in substitution of this Section 2(d).

Repayment of the Note. (a) Unless to the extent earlier converted into Conversion Shares pursuant to Section 4 of the Note, the outstanding Principal Amount and all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on other than any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Note) and the interest accrued thereon, shall be due and payable by the Company upon the earliest date (such earliest date, the “Due Date”) earlier of: (i) the Maturity Date, and (ii) if requested by the Purchaser in advance in writing, the date that is three (3) years after the Closing Date, and (iii) the occurrence of an Event of Default set forth in Section 5 of the Note (the “Due Date”). Upon the due conversion in full of the Note pursuant to and in accordance with Section 4 of the Note, any and all of the payment obligations of the Company under this Note and the written declaration of the Purchaser pursuant to (and subject to the conditions set forth in) Section 6Convertible Note Purchase Agreement shall be fully discharged. (b) All amounts payable on or in respect of the Note or the indebtedness evidenced hereby shall be paid to the Purchaser in lawful money of the United States of America within three (3) Business Days after on the Due Date. The Company shall make such payments of the unpaid Principal Amount, together with all accrued and unpaid interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion), in each case other than any portion of such Principal Amount or interest converted pursuant to Section 4 of the Notethereon, to the Purchaser by wire transfer of immediately available funds for the account of the Purchaser as the Purchaser may designate from time to time and notify in writing to the Company at least five (5) Business Days prior to the payment date. Payment shall be credited first to accrued interest due and unpaid interest in respect of the Note, payable and any remainder shall be applied to the outstanding Principal Amount. (c) All payments of principal and interest in respect of the Note (including, for the avoidance of doubt, any interest accrued on any portion of the Principal Amount that has been converted pursuant to Section 6 of the Note prior to such conversion) by or on behalf of the Company shall be made free and clear of, and without withholding or deduction for or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of the Cayman Islands or the PRC or any political subdivision thereof or any authority therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments or governmental charges is required by law. (d) . Where such withholding or deduction is made by the Company by or within the PRC or up to and including the Cayman Islandsrate applicable on the date of the pricing of the Company’s ADSs offered at the initial public offering of such ADSs (the “Applicable Rate”), the Company will pay such additional amounts as will result in receipt by the Purchaser after such withholding or deduction of such amounts as would have been received by them had no such withholding or deduction been required. Any reference If the Company is required to make a deduction or withholding (i) by or within the Cayman Islands, or (ii) by or within the PRC, in this Note to Principal Amount excess of the Applicable Rate, the Company shall pay such additional amounts (the “Additional Tax Amounts”) as will result in receipt by the Purchaser after such withholding or interest deduction of such amounts as would have been received by them had no such withholding or deduction been required, except that no such Additional Tax Amounts shall be deemed to include any additional amounts payable in respect of Principal Amount any Note: (a) held by a Purchaser which is liable to such taxes, duties, assessments or governmental charges in respect of such Note by reason of its having some connection with the jurisdiction by which such taxes, duties, assessments or charges have been imposed, levied, collected, withheld or assessed other than the mere holding of the Note; or (b) where (in the case of a payment of principal or interest (as on redemption) the case may be) which may be payable under this Section 2(d) or any undertaking given in addition relevant Note certificate is surrendered for payment more than 30 days after the Relevant Date except to or in substitution the extent that the Purchaser would have been entitled to such Additional Tax Amounts if it had surrendered the relevant Note certificate on the last day of this Section 2(d)such period of 30 days.