Common use of Transfer of the Target Equity Clause in Contracts

Transfer of the Target Equity. When the Sole Corporation exercises the Equity Purchase Right each time: (a) the Existing Shareholders shall cause the Domestically-funded Company to convene a shareholders’ meeting in a timely manner to adopt a resolution approving the transfer of the equities from the Existing Shareholders to the Sole Corporation and/or the Designated Person; (b) the Existing Shareholders shall enter into an equity transfer agreement with the Sole Corporation (or, where applicable, the Designated Person) in accordance with the provisions of this Agreement and the Notice of Equity Purchase; (c) the relevant parties shall sign all other required contracts, agreements or documents, obtain all required governmental approvals and consents, and take all necessary actions to transfer the effective ownership of the Target Equity to the Sole Corporation and/or the Designated Person without any security interest, and make the Sole Corporation and/or the Designated Person the registered owner of the Target Equity. For the purposes of this Paragraph (c) and this Agreement, “security interest” includes guarantee, mortgage, pledge, third party rights or interests, any share option, acquisition right, preemptive right, right of set-off, retention of ownership or other guarantee arrangements, etc. However, for the sake of clarity, security interest does not include any security interest arising under this Agreement or the Equity Interest Pledge Agreement.

Transfer of the Target Equity. When the Sole Corporation exercises the Equity Purchase Right each time: (a) the Existing Shareholders Shareholder shall cause the Domestically-funded Company to convene a shareholders’ meeting in a timely manner to adopt a resolution approving the transfer of the equities from the Existing Shareholders Shareholder to the Sole Corporation and/or the Designated Person; (b) the Existing Shareholders Shareholder shall enter into an equity transfer agreement with the Sole Corporation (or, where applicable, the Designated Person) in accordance with the provisions of this Agreement and the Notice of Equity Purchase; (c) the relevant parties shall sign all other required contracts, agreements or documents, obtain all required governmental approvals and consents, and take all necessary actions to transfer the effective ownership of the Target Equity to the Sole Corporation and/or the Designated Person without any security interest, and make the Sole Corporation and/or the Designated Person the registered owner of the Target Equity. For the purposes of this Paragraph (c) and this Agreement, “security interest” includes guarantee, mortgage, pledge, third party rights or interests, any share option, acquisition right, preemptive right, right of set-off, retention of ownership or other guarantee arrangements, etc. However, for the sake of clarity, ,security interest does not include any security interest arising under this Agreement or the Equity Interest Pledge Agreement.