Common use of Information Rights Clause in Contracts

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfied, the Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as Subject to Section 2.05(e), ETP shall provide the Minimum Shareholding Requirement is satisfiedETE Parties with the following information, in each case, to the Company shallextent available to ETP: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit notice and inspect any a reasonably detailed description of the offices and properties occurrence of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companiesany event directly related to SXL or its Subsidiaries that ETP determines in its good faith judgment is material to ETE, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than within ten percent (10%) of days following the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsoccurrence thereof; (Bii) as soon as available monthly operational and in any event financial reports within 90 twenty (20) days after the end of each month; (iii) unaudited financial statements of SXL within thirty (30) days after the end of each of the first three (3) quarters of each SXL’s fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseyear; (Civ) as soon as available and in any event annual audited financial statements of SXL within 120 sixty (60) days after the end of each SXL’s fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (Dv) to copies of all materials prepared for the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness members of the Company SXL Board concurrently with the delivery thereof to such members. (b) The annual and quarterly financial statements described above will include a description of the business activities that took place during the period covered by the financial statements and a summary of SXL’s business plan for the following quarter. (c) Subject to Section 2.05(e), ETP shall permit the ETE Parties or such Group Company their respective representatives to prepare such reports, inspect any annual reports, quarterly reports of the books of account and other periodic reports, pursuant records of SXL to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives ETP has access as the Purchasers may from time controlling member of Sunoco GP and to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to discuss the business and affairs of the Company SXL with Sunoco GP’s officers and the other Group Companies; SXL’s independent public accountants, all subject to customary confidentiality provisions and at such reasonable times during Sunoco GP’s usual business hours and upon reasonable prior notice (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be less than twenty-four (24) hours). (d) The ETE Parties shall not, directly or indirectly, disclose to any Person any confidential information provided to the ETE Parties pursuant to this Section 2.05 (“Information”), which has not generally become available to the public, other than as a result of a breach of this Agreement. Notwithstanding the foregoing, in the event that the ETE Parties are required by Law or applicable stock exchange rules to disclose any Information, such ETE Party shall (i) notify ETP as promptly as practicable of the existence, terms and circumstances surrounding such a request, so that ETP may either waive such ETE Party’s compliance with the terms of this Section 2.05(d) or seek an appropriate protective order or other remedy and (ii) if ETP seeks such a protective order, to provide information with respect to a transaction unless such transaction is cooperation as ETP may reasonably expected to require approval by request (at ETP’s sole expense). (e) Notwithstanding anything else in this Section 2.05, in the event that (i) the Board prior of Directors of Sunoco GP determines in good faith, with the advice of outside legal counsel, that the provision by Sunoco GP to its consummation, ETP of any of the information set forth in this Section 2.05 would be reasonably likely to result in a breach of Sunoco GP’s obligations under the SXL Partnership Agreement or of any applicable Law or (Bii) the Company shall only be required Board of Directors of ETP GP LLC determines in good faith, with the advice of outside legal counsel, that the provision by ETP to provide information with respect to such transaction if members ETE of any of the Board is information set forth in this Section 2.05 would be reasonably expected likely to receive such informationresult in a breach of Sunoco GP’s obligations under the SXL Partnership Agreement or of any applicable Law, and (C) the Company then ETP shall have no obligation to provide such information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderETE. (bf) The For the avoidance of doubt, nothing in this Section 2.05 shall affect the information rights of ETP and ETE Holdings, as members of Sunoco GP, under the Fifth Amended and Restated Limited Liability Company further agrees to considerAgreement of Sunoco GP dated the date hereof, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers same may be amended from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companytime. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. 4.1.1 After the Initial Funding Date, each Investor that (ax) For holds more than 3,333,333 Class B Units (as adjusted for splits and reverse splits), (y) will hold more than 3,333,333 Class B Units after purchasing all Class B Units expected to be purchased by such Investor pursuant to the Unit Purchase Agreement or (z) holds more than 2.5% of the outstanding Common Units and Common Units issuable upon conversion of the outstanding Class B Units (each a “Significant Holder”), who is bound by a confidentiality agreement provided by CQP as described below, shall have access to an electronic dataroom, which shall be maintained by CQP as long as any Registrable Securities remain outstanding, which shall include monthly construction reports, lender’s independent engineer reports, change orders and any other information provided by any member of the Partnership Group to its lender. The confidentiality agreement signed by each Investor to be granted access to such electronic dataroom shall include an agreement acknowledging that, if such Investor receives material nonpublic information by virtue of the information rights provided in this Section 4.1, such Investor is aware of its obligations under securities Laws and agrees not to purchase or sell securities of CQP or of its Affiliates in violation of the securities Laws. All Investor inquiries related to such electronic dataroom shall be handled by the Purchaser. CQP agrees to remove any Significant Holder from access to the dataroom at any time upon written request of such Significant Holder, provided that any Significant Holder who so requests to be removed from access to the dataroom shall be entitled to elect to regain access for so long as such Significant Holder remains a Significant Holder. 4.1.2 During the Minimum Shareholding Requirement is satisfiedInvestor Approval Period, the Company shall: (i) provide Purchaser shall have the Purchasers (which right to appoint an engineer or third-party engineering consultant who shall be represented reasonably acceptable to CQP (the “Consultant”) who shall be seconded to CQP and entitled to access to such information that he or she reasonably requests regarding the Liquefaction Project and to observe, attend, or request meetings with relevance to the Liquefaction Project, including meetings with ▇▇▇▇▇▇▇ Oil, Gas and Chemicals, Inc. and any other contracting party under an EPC Contract with relevance to the construction of the Liquefaction Project; provided that any such information that is disclosed to the Purchaser shall be subject to Section 4.2 and the Consultant shall agree to be bound by substantially the same terms of confidentiality. In the event that CQP determines that the particular Consultant is unreasonably disruptive to the business of CQP, then CQP shall have a one-time right to remove the Consultant, which Consultant may be replaced by the Investor Officer or such other representatives as Purchaser acting in good faith. Thereafter, the Purchasers may from time to time designate, provided that the Purchasers Independent CQP Directors shall notify the Company in advance of their choice of such representatives) with: (A) have the right to remove any Consultant that is unreasonably disruptive to the business of CQP, and the Purchaser may designate a replacement. CQP will pay the fees and expenses of the Consultant (including any replacement thereof). 4.1.3 During the Investor Approval Period, CQP shall permit the Purchaser to visit and inspect any CQP’s properties, to examine its books of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of records and to discuss CQP’s affairs, finances and accounts with the Company and the other Group CompaniesGeneral Partner’s officers, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may advance request, during normal business hours, for a proper purpose reasonably request; notwithstanding anything related to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold investment of such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held Persons in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted thereinRegistrable Securities; provided that any such balance sheets, statements of income and cash flows information shall be deemed subject to have been provided Section 4.2. Any expenses incurred by CQP pursuant to the Purchasers if they are filed with, or furnished this Section 4.1.3 shall be borne by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesrequesting party; provided, however, that (A) the Company Purchaser shall not be required to provide pay for any fees or expenses pursuant to this Section 4.1.3 to the extent CQP is required to reimburse the Purchaser for such fees and expenses pursuant to Section 6.3. 4.1.4 During the Investor Approval Period, the Purchaser shall be permitted to share with its equity holders and the Investors the information and materials shared with the Investor CQP Directors as members of the CQP Board, provided that such Investor CQP Directors shall be subject to their fiduciary duties as directors (including as set forth under Section 6.2 of the General Partner LLC Agreement) with respect to sharing CQP information and in its interaction with the Purchaser’s investors and co-investors, which duties shall include, without limitation, a transaction unless such transaction is reasonably expected restriction on sharing information regarding (i) any prospective business opportunities presented to require approval by the CQP Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (Cii) information subject to confidentiality by CQP or the Company shall have no obligation to provide information pursuant General Partner with third parties if CQP or the General Partner has identified to the foregoing in Purchaser or the event CQP Board that such information is confidential and the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented disclosure thereof by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice CQP Directors would cause a breach of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companyconfidentiality obligation. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfied, the Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.,

Information Rights. (a) For so long The Company shall, and shall cause each Subsidiary to, maintain true books and records of account in which full and correct entries shall be made of all its business transactions pursuant to a system of accounting established and administered in accordance with GAAP, and shall set aside on its books all such proper accruals and reserves as shall be required under GAAP. (b) The Company shall deliver to each of Yahoo, SOFTBANK and each Management Member the Minimum Shareholding Requirement is satisfiedfollowing information; provided, that following an IPO, the Company shallshall be required to provide the following information to Yahoo or SOFTBANK, as the case may be, (x) in the case of Yahoo, only if and to the extent Yahoo informs the Company pursuant to Section 8.3(e) that it requires receipt of such information for the purpose of preparation of periodic financial statements in connection with public reporting requirements under the applicable Laws and rules of the U.S. Securities and Exchange Commission, or any stock exchange on which the securities of Yahoo are then listed or admitted to trading, or for the purpose of filing or furnishing information with or to the U.S. Securities and Exchange Commission, or any stock exchange on which the securities of Yahoo are then listed or admitted to trading, or under or for the purpose of complying with applicable Law or (y) in the case of SOFTBANK, only if SOFTBANK at such time accounts for the Company as an “equity method affiliate” under applicable Japanese accounting conventions: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time Subject to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis8.3(d), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and but in any event within 90 not later than sixty (60) days after the end of each of the first three (3) quarters of each fiscal year of quarterly accounting periods, the Company, any unaudited consolidated unaudited balance sheets of the Group Company and its Subsidiaries as of the end of each such period, the related unaudited consolidated unaudited statements of income operations, shareholders’ equity and cash flows of the Group Company and its Subsidiaries for such quarterly period and for the period then ended, from the beginning of such fiscal year to the end of such quarterly period. All such financial statements shall be prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdiction GAAP applied on a consistent basisbasis and be certified by the Company’s Chief Financial Officer (and Chief Accounting Officer after such Chief Accounting Officer is appointed); provided, except as otherwise noted therein; provided that if such balance sheetsfinancial statements are prepared in accordance with IFRS and reconciled to U.S. GAAP, statements of income and cash flows then such reconciliation shall be deemed to have been provided to the Purchasers if they are filed with, or furnished reviewed by the Company or any other Group Company tofirm serving as the Company’s independent, the SEC pursuant public accountants at such time. (ii) (A) Subject to Section 13 or 15(d) of the Exchange Act or otherwise; (C) 8.3(d), as soon as available and but in any event within 120 not later than sixty (60) days after the end of each fiscal year of the Company, any the unaudited consolidated audited balance sheet sheets of the Group Company and its Subsidiaries as of the end of such year, fiscal year and any the related consolidated audited statements of income operations, shareholders equity and cash flows of the Group Company and its Subsidiaries for the year then ended, fourth quarterly period of such fiscal year. All such financial statements shall be prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdiction, GAAP applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required basis and be certified by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwiseChief Financial Officer (and Chief Accounting Officer after such Chief Accounting Officer is appointed), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, howeverthat if such financial statements are prepared in accordance with IFRS and reconciled to U.S. GAAP, that (A) the Company then such reconciliation shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval have been reviewed by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives firm serving as the Purchasers may from time to time designateCompany’s independent, provided that the Purchasers shall notify the Company in advance of their choice of public accountants at such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companytime. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Each of the Group Companies covenants and agrees that, commencing on the date of this Agreement, for so long as the Minimum Shareholding Requirement is satisfiedany Preferred Shares are outstanding, the Company shallGroup Companies shall deliver to each holder of Preferred Shares, in English language and in a form acceptable to the Investors: (i) provide the Purchasers audited annual consolidated financial statements and management reports, within one hundred and twenty (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives120) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity accordance with PRC generally accepted accounting principles in (the applicable jurisdiction“PRC GAAP”), applied on a consistent basisInternational Financial Reporting Standards (the “IFRS”), except as otherwise noted therein; and United States generally accepted accounting principles (Dthe “US GAAP”) to the extent the Company or any other Group Company is required accounting principles approved by Law or pursuant to the terms board of any outstanding Financial Indebtedness directors of the Company (the “Board”) (which shall include the consents of a simple majority of the Preferred Directors including Series A Director) (collectively, the “Accounting Standard”), and audited by one of the Big Four accounting firms or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) reputable accounting firms selected by the Board (which shall include the consents of a simple majority of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (Preferred Directors including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the PurchasersSeries A Director); (ii) make appropriate officers unaudited quarterly consolidated financial statements and directors management report, within thirty (30) days after the end of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar each quarter, for consultation prepared in conformance with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group CompaniesAccounting Standard; (iii) unaudited monthly consolidated financial statements and management report, within twenty (20) days after the end of each month, prepared in conformance with the Accounting Standard; (iv) an annual consolidated capital expenditure and operations budget of the Group Companies for the following fiscal year, as approved by the Board (which shall include the consents of a simple majority of the Preferred Directors including Series A Director) no less than forty-five (45) days prior to the extent consistent with applicable Law end of each fiscal year; (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings v) copies of all documents or otherwise), provide other information that might be requested of any Group Company sent to any shareholder; (vi) copies of any reports filed by any Group Company with any relevant securities exchange, regulatory authority or governmental agency; (vii) upon the Purchasers written request by any holder of Preferred Shares, such other information as such holder of Preferred Shares shall reasonably request from time to time (the above rights, collectively, the “Information Rights”). All financial statements to be provided to such holder of Preferred Shares pursuant to this Section 1.1(a) shall include an income statement, a balance sheet and information a cash flow statement for the relevant period as well as for the fiscal year to-date and shall be prepared in advance with respect to any significant corporate transactions and the right to consult conformance with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions Accounting Standard. All management reports shall include a comparison of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection financial results with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companycorresponding quarterly and annual budgets. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For The Company shall provide to each of WCAS and ▇▇▇▇▇▇▇ for so long as the Minimum Shareholding Requirement is satisfiedWCAS Stockholders (in the case of WCAS) and the ▇▇▇▇▇▇▇ Stockholders (in the case of ▇▇▇▇▇▇▇) have, the Company shall: in each case, collectively a Proportionate Percentage of at least five percent (i5%), by electronic means or otherwise, unless otherwise publicly available (a) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties a final audited balance of the Company as at the end of the most recent fiscal year and the other Group Companies related audited consolidated statements of income, cash flow and inspect the books, records, accounts and other financial information changes in stockholders’ equity of the Company for the fiscal year then ended, accompanied by any notes thereto and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year report of the Company’s independent auditors, any consolidated unaudited balance sheets within ninety (90) days of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any (b) unaudited consolidated audited financial statements (including a balance sheet sheet, statements of income, cash flow and changes in stockholders’ equity) for each of the Group as Company’s first three (3) fiscal quarters within forty-five (45) days of the end of each such yearquarter, and any consolidated audited statements of income and cash flows of the Group for the year then ended, each prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdictionprinciples, applied on a consistent basis, except as otherwise noted therein; and and (Dc) any other consolidated financial statements and notices provided to the extent the Company or any other Group Company is required by Law or administrative agent pursuant to the terms of any outstanding Financial Indebtedness of Credit Agreement (as defined in the Company or such Group Company to prepare such reportsPre-IPO Charter). Without limiting the foregoing, any annual reportsfrom and after the date hereof, quarterly reports and other periodic reportson reasonable prior written notice, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company shall make its representatives reasonably available to (i) WCAS, for so long as soon as availablethe WCAS Stockholders have collectively a Proportionate Percentage of at least five percent (5%), provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company▇▇▇▇▇▇▇, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives if ▇▇▇▇▇▇▇ is no longer serving as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs Chief Executive Officer of the Company and for so long as the ▇▇▇▇▇▇▇ Stockholders have collectively a Proportionate Percentage of at least five percent (5%), in either case, to discuss the business, results of operations and other Group Companies; (iii) matters pertaining to the extent consistent with applicable Law Company. For so long as WCAS and ▇▇▇▇▇▇▇ continue to have the rights afforded to them under this Article VI, the Company may require WCAS and/or ▇▇▇▇▇▇▇, as the case may be, to (x) execute and with respect deliver a confidentiality agreement reasonably acceptable to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies (y) agree to act in accordance with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions any securities trading policy of the Company on a timely basis for the Purchasers applicable to analyze such transactions and assist its directors prior to delivering any proprietary or confidential information about the Company to achieve to its commercial objectives; providedWCAS or ▇▇▇▇▇▇▇, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderas applicable. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as any APLD Investor is a party to this Agreement (subject to Section 5.1), without limitation or prejudice of any of the Minimum Shareholding Requirement is satisfiedrights provided to the APLD Investors hereunder, the Company shall, with respect to each such APLD Investor: (i) i. provide the Purchasers (which shall be represented by the each APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with: (A) upon reasonable notice and at mutually convenient times, the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its Subsidiaries and inspect and copy the books, records, accounts books and other financial information records of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsits Subsidiaries; (B) as soon as available and in any event within 90 45 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group Company and its Subsidiaries as of the end of such period, and consolidated unaudited statements of income and cash flows of the Group Company and its Subsidiaries for the period then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction United States applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided subject to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant absence of footnotes and to Section 13 or 15(d) of the Exchange Act or otherwiseyear-end adjustments; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any a consolidated audited balance sheet of the Group Company and its Subsidiaries as of the end of such year, and any consolidated audited statements of income and cash flows of the Group Company and its Subsidiaries for the year then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, United States applied on a consistent basis, except as otherwise noted therein; and, together with an auditor’s report thereon of a firm of established national reputation; (D) to the extent the Company or any other Group Company is required by applicable Law or pursuant to the terms of any outstanding Financial Indebtedness indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, reports pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseAct, actually prepared by the Company or such Group Company as soon as available; and (E) upon written request by such APLD Investor, copies of all materials provided that to the Board, subject to appropriate protections with respect to confidentiality and preservation of attorney-client privilege; provided, that, in each case, if the Company makes the information described in clauses (B), (C) and (D) of this Section 3.3(a)(i) available through public filings on the E▇▇▇▇ System or any report, schedule, form, statement successor or other document (including exhibits) filed with, or furnished toreplacement system of the U.S. Securities and Exchange Commission, the SEC and publicly available as of requirement to deliver such date information shall be deemed to have been provided to the Purchaserssatisfied; (ii) . make appropriate officers and/or Directors of the Company available, and cause the officers and directors of the Companyits Subsidiaries to be made available, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchaserseach APLD Investor, but not more frequently than once per calendar quarterupon reasonable notice and at mutually convenient times, for consultation with the Purchasers (which shall be represented by the such APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with respect to matters relating to the business and affairs of the Company and its Subsidiaries; and iii. to the other Group Companies; (iii) extent that such APLD Investor requests to receive such information and rights, and to the extent consistent with applicable Law or listing standards (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information inform each APLD Investor or its designated representative in advance with respect to any significant corporate transactions actions, and to provide (or cause to be provided) each APLD Investor or its designated representative with the right to consult with the Company and the other Group Companies its Subsidiaries with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating actions should such APLD Investor elect to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesdo so; provided, however, that (A) this right to consult must be exercised within five days after the Company informs each such APLD Investor of the proposed corporate action; provided, further, that the Company shall not be required under no obligation to provide information each such APLD Investor with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide any material non-public information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundercorporate action. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the each APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative in connection with the matters on which they are it is consulted as described aboveabove in this Section 3.3, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so as long as the Minimum Shareholding Requirement is satisfiedMajority Approved Holders have the right to designate a director for nomination pursuant to Section 1.1(b), and subject to Section 5.4, (i) the Company shall provide the Approved Holders with (A) unaudited monthly (as soon as reasonably practicable after they become available but no later than the earlier of (1) the time they are provided to the Board and (2) fifteen (15) days after the end of each month) financial statements, (B) quarterly (as soon as reasonably practicable after they become available but no later than forty-five (45) days after the end of each of the first three quarters of each fiscal year of the Company) financial statements; provided that this requirement shall be deemed to have been satisfied if on or prior to such date, the Company shall: files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC and (iC) provide audited (by a nationally recognized accounting firm) annual (as soon as reasonably practicable after they become available but no later than ninety (90) days after the Purchasers (which end of each fiscal year of the Company) financial statements; provided that this requirement shall be represented by deemed to have been satisfied if on or prior to such date, the Investor Officer or such other representatives Company files its annual report on Form 10-K for the applicable fiscal year with the SEC, in each case, prepared in accordance with GAAP as the Purchasers may in effect from time to time designatetime, provided that which statements shall include the Purchasers shall notify consolidated balance sheets of the Company in advance and its Subsidiaries and the related consolidated statements of their choice of such representativesincome, shareholders’ equity and cash flows and (ii) with: (A) subject to reasonable restrictions imposed by the right Company to comply with antitrust, export control and other Laws and to avoid disclosure to competitors, suppliers and vendors, the Company shall permit the Approved Holders or any authorized representatives designated by the Approved Holders reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Approved Holders may reasonably request; notwithstanding anything . Any investigation pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) 2.2 shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available be conducted during normal business hours and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except such manner as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed not to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation interfere unreasonably with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs conduct of the Company and the other Group Companies;its Subsidiaries. (iiib) to For as long as the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and Approved Holders have the right to consult with designate a director for nomination pursuant to Section 1.1(b), subject to Section 5.4, the Company and shall provide to the other Group Companies with respect Approved Holders copies of all material written information that is provided to the Board at substantially the same time at which such transactions; and (iv) provide information is first delivered or otherwise made available in writing to the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesBoard; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is the extent it could reasonably be expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing result in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to considerloss of privilege or a violation of antitrust, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer export control or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanyLaws. (c) Notwithstanding anything Nothing herein shall require the Company or any of its Subsidiaries to disclose any information to the contrary in this Agreement, extent (i) prohibited by Applicable Law or (ii) that such disclosure would reasonably be expected to cause a violation of any agreement to which the Company or any of its Subsidiaries is a party or would cause a risk of loss of privilege to the Company or any of its Subsidiaries (provided that the Company shall be use reasonable best efforts to make appropriate substitute arrangements under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to circumstances where the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialrestrictions in clauses (i) and/or (ii) apply). (d) Notwithstanding anything else in this Agreement and without limiting the foregoing, the Approved Holders shall implement reasonable firewalls and confidentiality screens, which extend to such of the Approved Holders and their Affiliates, employees, directors, partners and members as is reasonably necessary to ensure that no Confidential Information of the Company, its Subsidiaries or its Affiliates is disclosed to, shared with, or used by or in connection with Other Investments of the Purchaser Group, and which shall be reasonably acceptable to the contrary hereinCompany. The Company acknowledges and agrees that employees of the Initial Shareholder or its Affiliates serve as directors of portfolio companies of the Initial Shareholder or its Affiliates, this Section 4.3 shall be without prejudice and such portfolio companies shall not limit be deemed to have received or used Confidential Information solely due to the rights dual role of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2any such employee.

Information Rights. 3.3.1 So long as the Holder holds this Warrant and/or any of the Shares, the Company shall deliver to the Holder (a) For so long as the Minimum Shareholding Requirement is satisfiedpromptly after mailing, the Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatecopies of all communications, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything and/or communiqués to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year shareholders of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d(b) of the Exchange Act or otherwise; within one hundred eighty (C180) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated the annual audited balance sheet financial statements of the Group as Company certified by independent public accountants of recognized standing and (c) within forty-five (45) days after the end of such each of the first three quarters of each fiscal year, the Company’s quarterly, unaudited financial statements. In addition, and any consolidated audited statements of income and cash flows without limiting the generality of the Group for foregoing, so long as the year then endedHolder holds this Warrant and/or any of the Shares, prepared in conformity the Company shall afford to the Holder the same access to information concerning the Company and its business and financial condition as would be afforded to a holder of the class of Shares under applicable state law and/or any agreement with generally accepted accounting principles any holder of the class of Shares. Non-compliance with the foregoing shall not constitute a breach of this Warrant provided that the Company complies within a ten (10) business day cure period. 3.3.2 The Company shall deliver to Holder, in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) event that the Company becomes subject to the extent reporting requirements under the Securities Exchange Act (“SEC”) of 1934, within five (5) days of filing, copies of all periodic and other reports, proxy statements and other materials filed by the Company with the SEC or similarly acting governmental agency, any other Group Company is national securities exchange, or distributed to its shareholders, as the case may be. Documents required by Law or to be delivered pursuant to the terms of hereof (to the extent any outstanding Financial Indebtedness of such documents are included in materials otherwise filed with the Company or such Group Company to prepare such reportsSEC) may be delivered electronically and if so delivered, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to delivered on the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (date on which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of posts such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosuredocuments, only following or provides a link thereto, on the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by website on the Purchasers from time to time and information in advance with respect to any significant corporate transactions and Internet at the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesCompany’s website address; provided, however, that the Company shall promptly notify Holder in writing (Awhich may be by electronic mail) of the posting of any such documents. As to any information contained in the materials furnished pursuant to this Section 3.1.2, the Company shall not be required separately to provide furnish such information with respect to a transaction unless such transaction is reasonably expected to require approval by under Sections 3.1.1(b)-(c), but the Board prior to its consummation, (B) foregoing shall not be in derogation of the obligation of the Company shall only be required to provide furnish the information with respect to and materials described in such transaction if members of Sections 3.1.1(b)-(c) at the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundertimes specified therein. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Each of the Group Companies covenants and agrees that, commencing on the date of this Agreement, for so long as any Investor holds any shares of the Minimum Shareholding Requirement is satisfiedCompany, the each Group Company shallshall deliver to such Investor: (i) provide the Purchasers audited annual consolidated financial statements, within ninety (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives90) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity conformance with the United States generally accepted accounting principles in (the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D“US GAAP”) throughout the period and audited by an accounting firm acceptable to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the PurchasersInvestors; (ii) make appropriate officers and directors unaudited quarterly consolidated financial statements, within forty five (45) days after the end of each quarter prepared in conformance with US GAAP or the Company, and PRC generally accepted accounting principles (the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies“PRC GAAP”); (iii) to an annual capital expenditure and operations budget of the extent consistent with applicable Law Group Companies for each fiscal year (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise“Budget”), provide as approved in accordance with Article 41 of the Restated Articles, within forty five (45) days before the end of each fiscal year; (iv) copies of all Company documents or other Company information sent to any shareholder; (v) upon the written request by any Investor, such other information that might be requested by the Purchasers as such Investor shall reasonably request from time to time (the above rights, collectively, the “Information Rights”). All financial statements to be provided to such Investor pursuant to this Section 1.1(a) shall include an income statement, a balance sheet and information a cash flow statement for the relevant period as well as for the fiscal year to-date and shall be prepared in advance conformance with respect to any significant corporate transactions the US GAAP. Notwithstanding the annual audit specified in this Section 1.1(a)(i), for so long as an Investor holds no less than one percent (1%) of the outstanding share capital of the Company (on a fully diluted and as converted basis), such Investor shall have the right to consult with appoint an accounting firm at its sole discretion and at its own expenses to audit the Company and financial statements of any of the other Group Companies. Each of the Group Companies with respect shall give a written notice to such transactions; and (iv) provide the Purchasers with sufficient information relating Investors immediately if there is any event that may have a material adverse effect or cause any significant obligation to material transactions any of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderGroup Companies. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as The Apax VCOC Partnerships shall have the Minimum Shareholding Requirement is satisfied, the Company shall: right to receive upon request (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any annually consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group Company and its Subsidiaries for the period then endedeach such fiscal year, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such and consolidated balance sheets, statements sheets of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group its Subsidiaries as of the end of each such fiscal year, and any all prepared in accordance with applicable generally accepted accounting principles; (ii) quarterly consolidated audited statements of income and cash flows of the Group Company and its Subsidiaries for each calendar quarter, and consolidated balance sheets of the year then endedCompany and its Subsidiaries as of the end of each such calendar quarter, all prepared in conformity accordance with applicable generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinprinciples; and (Diii) to the extent the Company or any other Group Company is required by Law law or pursuant to the terms of any outstanding Financial Indebtedness indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, reports pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that ; and (iv) any report, schedule, form, statement such financial or other document information of the Company and its Subsidiaries as the Apax VCOC Partnerships may reasonably request. (including exhibitsb) filed with, or furnished to, the SEC and publicly available as Any authorized representative of such date each Apax VCOC Partnership shall be deemed entitled, upon reasonable notice and during normal business hours, and at such other times as such Apax VCOC Partnership may reasonably request, to have been provided to (i) visit and inspect any of the Purchasers; properties of the Company, (ii) examine any, books and records and make appropriate officers and directors copies thereof or extracts therefrom of the Company, and (iii) consult with and advise the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify management of the Company in advance of their choice of such representatives) with respect to and its subsidiaries on all matters relating to the business and affairs operation of the Company and the other Group Companies;its subsidiaries. (iiic) Any information obtained by the Apax VCOC Partnerships or its representatives pursuant to the extent consistent with applicable Law (and with respect exercise of their rights described in this Section 4.1 which is not generally available to events which require the public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might shall be requested kept strictly confidential by the Purchasers from time to time Apax VCOC Partnerships and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; andtheir representatives. (ivd) provide the Purchasers with sufficient information relating The rights described in this Section 4.1 shall be deemed to material transactions be separate contractual rights held independently by each of the Company on a timely basis for Apax VCOC Partnerships. (e) Notwithstanding the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; providedabove, however, that (Ai) the Company shall not be required obligated pursuant to provide this Section 4.1 to supply to the Apax VCOC Partnerships any books, records or other materials, or to otherwise disclose any information, which could compromise any legal privilege to which such information with respect is subject, and (ii) this Section 4.1 shall not apply to any of the Apax VCOC Partnerships during the period in which it has a transaction unless such transaction is reasonably expected contractual right to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members appoint a member of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderhereunder or otherwise. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with: (a) For so long as the Minimum Shareholding Requirement is satisfied, the Company shallfollowing financial information: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days practicable after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 one hundred twenty (120) days after the end of each fiscal year of the Company, any an audited consolidated audited balance sheet of the Group Company and its subsidiaries, if any, as of at the end of such fiscal year, and any audited consolidated audited statements of income and cash flows of the Group Company and its subsidiaries, if any, for the year then endedsuch year, prepared in conformity accordance with U.S. generally accepted accounting principles in consistently applied, certified by the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Chief Financial Indebtedness Officer of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the PurchasersCompany; (ii) make appropriate officers as soon as practicable after the end of the first, second and directors third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the other Group Companiesend of the first, available periodically second, and at such times as reasonably requested by third quarterly accounting periods in each fiscal year of the PurchasersCompany, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the other Group Companiesend of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period; (iii) to as soon as practicable after the extent consistent with applicable Law (end of the first, second, third and with respect to events which require public disclosure, only following fourth quarterly accounting periods in each fiscal year of the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other information that might be requested correspondence provided by the Purchasers Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information in advance with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any significant corporate transactions equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the right securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions reporting requirements of the Company on a timely basis for Exchange Act, then the Purchasers provisions of this Section 12 shall survive the closing of such transaction and continue to analyze such transactions and assist apply. Notwithstanding the Company to achieve to its commercial objectives; providedforegoing, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant furnish to the foregoing Holder the financial information described in this Section 12 in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive such financial information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything has been previously delivered to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 Holder or its affiliate pursuant to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreementother agreement, including under Section 4.1 and Section 4.2the Indenture.

Information Rights. (a) For so Following the Closing and for as long as the Minimum Shareholding Requirement is satisfiedMajority Approved Holders have the right to designate at least one (1) director for nomination pursuant to Section 1.1(a), and subject to Section 5.4, (i) the Company shall provide the Approved Holders with unaudited monthly (as soon as reasonably possible after they become available but in no event before they are sent to the Board) management financial statements, quarterly (as soon as reasonably possible after they become available but in no event before they are sent to the Board) financial statements and audited (by a nationally recognized accounting firm) annual (as soon as reasonably possible after they become available but in no event before they are sent to the Board) financial statements, in each case, prepared in accordance with GAAP as in effect from time to time, which statements shall include the consolidated balance sheets of the Company and its Subsidiaries and the related consolidated statements of income, shareholders’ equity and cash flows and (ii) subject to reasonable restrictions imposed by the Company to comply with antitrust, export control and other Laws and to avoid disclosure to competitors, suppliers and vendors, the Company shall: (i) provide shall permit the Purchasers (which shall be represented Approved Holders or any authorized representatives designated by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right Approved Holders reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Approved Holders may reasonably request; notwithstanding anything . Any investigation pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) 2.2 shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available be conducted during normal business hours and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except such manner as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed not to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation interfere unreasonably with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs conduct of the Company and the other Group Companies;its Subsidiaries. (iiib) to Following the extent consistent with applicable Law (Closing and with respect to events which require public disclosure, only following for as long as the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and Approved Holders have the right to consult with designate at least one (1) director for nomination pursuant to Section 1.1(a), subject to Section 5.4, the Company and shall provide to the other Group Companies with respect Approved Holders all written information that is provided to the Board at substantially the same time at which such transactions; and (iv) provide information is first delivered or otherwise made available in writing to the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesBoard; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is the extent it could reasonably be expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing result in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to considerloss of privilege or a violation of antitrust, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer export control or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanyLaws. (c) Notwithstanding anything Nothing herein shall require the Company or any of its Subsidiaries to disclose any information to the contrary in this Agreementextent (i) prohibited by applicable Law, (ii) that the Company reasonably believes such information to be competitively sensitive or proprietary information or (iii) that such disclosure would reasonably be expected to cause a violation of any agreement to which the Company or any of its Subsidiaries is a party or would cause a risk of loss of privilege to the Company or any of its Subsidiaries (provided that the Company shall be use reasonable best efforts to make appropriate substitute arrangements under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to circumstances where the Companyrestrictions in clauses (i), and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential(ii) and/or (iii) apply). (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For If the Holder so long as the Minimum Shareholding Requirement is satisfiedrequests, the Company shallshall deliver to the Holder: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available practicable, and in any event within 10 business days of the same becoming available after the end of each fiscal year of the Company (the date falling 90 days after the end of the relevant fiscal year being the applicable “Alternative Longstop”), an audited, reviewed or unaudited, as applicable, balance sheet and statement of shareholders’ equity, as of the last day of such year, and an audited, reviewed or unaudited, as applicable, income statement and statement of cash flows for the period then ended, along with the notes to the financial statements, prepared in accordance with IFRS or US GAAP (as applicable); (ii) as soon as practicable, and in any event within 10 business days of the same becoming available after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, (the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 date falling 45 days after the end of each the relevant fiscal year of quarter being the Companyapplicable “Alternative Longstop”), any consolidated audited an unaudited income statement, an unaudited cash flow statement, an unaudited balance sheet and a statement of the Group shareholders’ equity, year to date and as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar fiscal quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to within twenty business days after the extent consistent with applicable Law (and with respect to events which require public disclosure, only following end of a fiscal quarter of the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with a capitalization table for the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions as of the Company on a timely basis for the Purchasers to analyze end of such transactions and assist the Company to achieve to its commercial objectives; provided, however, fiscal quarter that (A) provides detail as to each class of shares of the Company and each shareholder’s equity and voting interest (x) in each class of shares and (y) in the aggregate (in the case of each of clauses (x) and (y), calculated based on shares issued and outstanding and fully diluted shares) and (B) includes exercise prices for options or other equity awards issued during such fiscal quarter and price per share information for any other equity transactions entered into by the Company, including issuances, sales, repurchases and redemptions, during such fiscal quarter; and (iv) reasonably promptly following the Holder’s request (which may not be made more frequently than once a fiscal quarter), any information reasonably requested by the Holder, and reasonably available to the Company without undue burden or expense, necessary to determine that the Company would not, after the exercise of this Warrant, be a “controlled foreign corporation” as such term is defined in Section 957(a) of the Code and that the Company is not a “passive foreign investment company” as such term is defined in Section 1297 of the Code; provided, that the Company shall not be required to provide disclose information with respect which it reasonably determines to a transaction unless such transaction be confidential, provided in the case of (i) and (ii) that if the relevant statement is reasonably expected to require approval not provided by the Board prior to its consummation, (B) applicable Alternative Longstop the Company shall only be required (at no out-of-pocket cost to the Company), if the Holder so requests, use its reasonable efforts to collate and provide to the Holder such other information with respect relating to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation or any of its direct or indirect subsidiaries as is available and reasonably required and requested to provide information pursuant permit the Holder or any of its affiliates to the foregoing in the event that the Purchasers inform the Company at prepare or file any time that the Purchasers elect not tax return or to receive information hereundercomplete their ordinary course internal audit processes. (b) The Company further agrees shall: (i) On or before February 15 of each calendar year, or as soon as reasonably practicable thereafter, provide such other information relating to considerthe Company or any of its direct or indirect subsidiaries as reasonably requested by the Holder and as may be reasonably required for the Holder or any of its affiliates to prepare or file any tax return or to prepare such filings with respect to the Company or any of its affiliates as may be required by any tax authority to the extent such information is reasonably available to the Company without undue burden or expense; (ii) upon the Holder’s reasonable prior written request, in good faithgrant the Holder and its affiliates reasonable access to the books, the recommendations records and employees of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify Company during normal business hours of the Company in advance order to obtain information legally required to file all tax returns required to be filed by the Holder or any of their choice of such representativesits affiliates; provided, that the Company shall not be required to disclose information which it reasonably determines to be confidential; and (iii) reasonably cooperate (at no out-of-pocket cost to the Company) in connection preparing for any audit of, or dispute with a tax authority regarding any tax return of, the matters on which they are consulted as described above, recognizing that Holder or any of its affiliates relating to the ultimate discretion with respect to all such matters shall be retained by the CompanyCompany or any of its direct or indirect subsidiaries. (c) Notwithstanding anything to This Section 5.3 shall terminate upon an IPO. The Holder and its affiliates will only use the contrary in this Agreement, the Company shall be under no obligation information provided under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company5.3 for their own bona fide (and ordinary course) tax, accounting and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialincident internal legal purposes. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Following the Closing Date and so long as the Minimum Shareholding Requirement is satisfiedStockholder continues to beneficially own a number of shares of Preferred Stock representing at least 5% of the outstanding shares of Common Stock (on an as-converted basis), the Company shallagrees to provide each Stockholder and its Permitted Transferees with the following: (i) provide within 90 days after the Purchasers (which shall be represented by end of each fiscal year of the Investor Officer or such other representatives as the Purchasers may from time to time designateCompany, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) an audited, consolidated balance sheet of the right Company and its Subsidiaries as of the end of such fiscal year, (B) an audited, consolidated income statement of the Company and its Subsidiaries for such fiscal year and (C) an audited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal year; provided that this requirement shall be deemed to visit have been satisfied if on or prior to such date the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC; (ii) within 45 days after the end of each of the first three quarters of each fiscal year of the Company, (A) an unaudited, consolidated balance sheet of the Company and inspect any its Subsidiaries as of the end of such fiscal quarter, (B) an unaudited, consolidated income statement of the Company and its Subsidiaries for such fiscal quarter and (C) an unaudited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal quarter; provided that this requirement shall be deemed to have been satisfied if on or prior to such date the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC; and (iii) reasonable access, to the extent reasonably requested by a Stockholder, to the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the books, their books and records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Stockholder may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date investigation pursuant to this Section 6.15 shall be deemed conducted in a manner as not to have been provided to interfere unreasonably with the Purchasers; (ii) make appropriate officers and directors conduct of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companiesits Subsidiaries; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreementthe foregoing, the Company shall not be under no obligation under this Section 4.3 obligated to provide any Purchaser with any material nonsuch access or materials if the Company determines, in its reasonable judgment, that doing so would reasonably be expected to (i) result in the disclosure of trade secrets or competitively sensitive information to third parties, (ii) violate applicable law, an applicable order or a contract or obligation of confidentiality owing to a third party, (iii) jeopardize the protection of an attorney-public information with respect to the Companyclient privilege, and any Purchaser to whom such non-public informationattorney work product protection or other legal privilege (provided, if anyhowever, has been provided by that the Company shall keep use reasonable efforts to provide alternative, redacted or substitute documents or information in a manner that would not result in the loss of the ability to assert attorney-client privilege, attorney work product protection or other legal privileges), or (iv) expose the Company to risk of liability for disclosure of personal information; provided that the Company shall use reasonable best efforts to disclose such information confidentialin a manner that would not violate the foregoing. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For The Company will furnish to each Stockholder owning at least two and a half percent (2.5%) of the outstanding Common Stock the following information (for the purposes of this Section 13, shares of Common Stock held any member of a Beneficiary Group that is a Stockholder shall be aggregated together with the shares of capital stock of the Company held by all members of such Beneficiary Group and their Affiliates for the purposes of determining availability of rights and application of obligations of such Stockholder under this Section and, following December 31, 2011, only one copy of any information to be provided under this Section 13 shall be delivered for the benefit of each Beneficiary Group as noted on Annex A attached hereto): (i) As soon as available, but no sooner than ninety (90) days following completion of the fiscal year, the audited consolidated balance sheet of the Company and its Subsidiaries as at the end of each such fiscal year and the audited consolidated statements of income, cash flows and changes in stockholders’ equity for such year of the Company and the Subsidiaries, setting forth in each case in comparative form the figures for the next preceding fiscal year, accompanied by the report of independent certified public accountants of recognized national standing, to the effect that, except as set forth therein, such consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) applied on a basis consistent with prior years and fairly present in all material respects the financial condition of the Company and the Subsidiaries as of the dates thereof and the results of their operations and changes in their cash flows and stockholders’ equity for the periods covered thereby. (ii) As soon as available, but no sooner than forty-five (45) days following completion of the fiscal quarter (other than the fourth fiscal quarter), the consolidated balance sheet of the Company and the Subsidiaries as at the end of such quarter and the consolidated statements of income, cash flows and changes in stockholders’ equity for such quarter and the portion of the fiscal year then ended of the Company and the Subsidiaries, setting forth in each case the figures for the corresponding periods of the previous fiscal year in comparative form, all in reasonable detail and all prepared in accordance with GAAP consistently applied. (b) With respect to the MDP Stockholders and, at the request of the MDP Stockholders, each Affiliate thereof that indirectly has an interest in the Company, in each case that is intended to qualify as a “venture capital operating company” as defined in the Plan Asset Regulations (each, a “VCOC Member” and collectively, the “VCOC Members”), for so long as the Minimum Shareholding Requirement is satisfiedVCOC Members, directly or through one or more conduit Subsidiaries, continue to hold any Shares, the Company shall, with respect to the VCOC Members: (i) To the extent not otherwise provided in this Agreement, provide the Purchasers designated representative of the VCOC Members (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives“Designated Representative”) with: (A) a. the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its Subsidiaries and inspect and copy the books, records, accounts books and other financial information records of the Company and the other Group Companiesits Subsidiaries, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may Designated Representative shall reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) b. to the extent the Company or any other Group Company is required by Law law or pursuant to the terms of any outstanding Financial Indebtedness indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, reports pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseAct, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as ; and c. copies of such date shall be deemed to have been all materials provided to the Purchasers;Board, provided, that the Company shall be entitled to exclude portions of such materials to the extent providing such portions would be reasonably likely to result in the waiver of attorney-client privilege. (ii) make Make appropriate officers and directors of the Company, and the other Group Companies, Company available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, Designated Representative for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) Designated Representative with respect to matters relating to the business and affairs of the Company and its Subsidiaries, including significant changes in management personnel and compensation of employees, introduction of new lines of business, important acquisitions or dispositions of plants and equipment, significant research and development programs, the other Group Companiespurchasing or selling of important trademarks, licenses or concessions or the proposed commencement of compromise of significant litigation; (iii) Give the VCOC Members collectively the right to designate one non-voting board observer (who may also be the Designated Representative) who will be entitled to attend all meetings of the Board, participate in all deliberations of the Board and receive copies of all materials provided to the Board, provided that such observer shall have no voting rights with respect to actions taken or elected not to be taken by the Board, provided, further, that the Company shall be entitled to exclude such observer from such portions of a Board meeting to the extent such observer’s presence would be reasonably likely to result in the waiver of attorney-client privilege, attorney-work-product doctrine protections, trade secrets, or any other legal privileges, protections, or rights of the Company and provided, further, that prior to attending or participating in any meeting of the Board or receiving any materials provided to the Board, the designated non-voting board observer shall be required to execute an agreement with the Company regarding his or her preservation of the Company’s confidential information; (iv) To the extent consistent with applicable Law law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by inform the Purchasers from time to time and information Designated Representative in advance with respect to any significant corporate transactions actions, including extraordinary dividends, mergers, acquisitions or dispositions of assets, issuances of significant amounts of debt or equity and material amendments to the organizational documents of the Company, and to provide the VCOC Members or their designated representative with the right to consult with the Company and the other Group Companies with respect to such transactionsactions; (v) Provide the VCOC Members with such other rights of consultation which the VCOC Members’ counsel, along with the Company’s counsel determine to be reasonably necessary under applicable legal authorities promulgated after the Effective Date to qualify its investment in the Company as a “venture capital investment” for purposes of the Plan Assets Regulation; and (ivvi) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, To consider the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) Designated Representative in connection with the matters on which they are it is consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to Within 90 days after the contrary in this Agreementend of each fiscal year, the Company shall cause to be under no obligation under this Section 4.3 delivered to provide each Stockholder (so long as such Stockholder owned any Purchaser with any material non-public Shares during such prior fiscal year) all information with respect to necessary for the Companypreparation of such Stockholder’s income tax returns (whether federal, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialstate or foreign). (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as any APLD Investor is a party to this Agreement (subject to Section 5.1), without limitation or prejudice of any of the Minimum Shareholding Requirement is satisfiedrights provided to the APLD Investors hereunder, the Company shall, with respect to each such APLD Investor: (i) i. provide the Purchasers (which shall be represented by the each APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with: (A) upon reasonable notice and at mutually convenient times, the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its Subsidiaries and inspect and copy the books, records, accounts books and other financial information records of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsits Subsidiaries; (B) as soon as available and in any event within 90 45 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group Company and its Subsidiaries as of the end of such period, and consolidated unaudited statements of income and cash flows of the Group Company and its Subsidiaries for the period then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction United States applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided subject to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant absence of footnotes and to Section 13 or 15(d) of the Exchange Act or otherwiseyear-end adjustments; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any a consolidated audited balance sheet of the Group Company and its Subsidiaries as of the end of such year, and any consolidated audited statements of income and cash flows of the Group Company and its Subsidiaries for the year then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, United States applied on a consistent basis, except as otherwise noted therein; and, together with an auditor’s report thereon of a firm of established national reputation; (D) to the extent the Company or any other Group Company is required by applicable Law or pursuant to the terms of any outstanding Financial Indebtedness indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, reports pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseAct, actually prepared by the Company or such Group Company as soon as available; and (E) upon written request by the APLD Investor, copies of all materials provided that to the Board, subject to appropriate protections with respect to confidentiality and preservation of attorney-client privilege; provided, that, in each case, if the Company makes the information described in clauses (B), (C) and (D) of this Section 3.3(a)(i) available through public filings on the ▇▇▇▇▇ System or any report, schedule, form, statement successor or other document (including exhibits) filed with, or furnished toreplacement system of the U.S. Securities and Exchange Commission, the SEC and publicly available as of requirement to deliver such date information shall be deemed to have been provided to the Purchaserssatisfied; (ii) . make appropriate officers and/or Directors of the Company available, and cause the officers and directors of the Companyits Subsidiaries to be made available, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchaserseach APLD Investor, but not more frequently than once per calendar quarterupon reasonable notice and at mutually convenient times, for consultation with the Purchasers (which shall be represented by the such APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with respect to matters relating to the business and affairs of the Company and its Subsidiaries; and iii. to the other Group Companies; (iii) extent that the APLD Investor requests to receive such information and rights, and to the extent consistent with applicable Law or listing standards (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information inform each APLD Investor or its designated representative in advance with respect to any significant corporate transactions actions, and to provide (or cause to be provided) each APLD Investor or its designated representative with the right to consult with the Company and the other Group Companies its Subsidiaries with respect to such transactions; and (iv) provide actions should the Purchasers with sufficient information relating APLD Investor elect to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesdo so; provided, however, that (A) this right to consult must be exercised within five days after the Company informs the APLD Investor of the proposed corporate action; provided, further, that the Company shall not be required under no obligation to provide information the APLD Investor with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide any material non-public information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundercorporate action. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the each APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative in connection with the matters on which they are it is consulted as described aboveabove in this Section 3.3, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as From and after the Minimum Shareholding Requirement is satisfieddate hereof, the Company shallshall deliver to Uber: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (Ba) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Companypracticable, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and but in any event within 120 days after of the end of each fiscal year of the Company, any consolidated audited unaudited financial statements for such fiscal year, including an unaudited balance sheet of the Group as of the end of such fiscal year, an unaudited income statement, and any consolidated audited statements an unaudited statement of income and cash flows of the Group for the year then endedflows, all prepared in conformity accordance with generally accepted accounting principles and practices (provided, however, that if the Company has audited records of any of the foregoing, it shall provide those in lieu of the unaudited versions); (b) as soon as practicable, but in any event within 45 days of the end of each fiscal quarter of the Company, unaudited financial statements for such fiscal quarter, including an unaudited balance sheet as of the end of such fiscal quarter, an unaudited income statement, and an unaudited statement of cash flows, all prepared in accordance with generally accepted accounting principles and practices, subject to changes resulting from normal year-end audit adjustments (provided, however, that if the Company has audited records of any of the foregoing, it shall provide those in lieu of the unaudited versions); (c) as soon as practicable, but in any event within 45 days after the end of each fiscal quarter, a statement showing the number of shares of each class and series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of the period, the common stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for common stock and the exchange ratio or exercise price applicable jurisdictionthereto, applied on a consistent basisand the number of shares of issued stock options and stock options not yet issued but reserved for issuance, except if any, all in sufficient detail as otherwise noted thereinto permit the Uber to calculate their respective percentage equity ownership of the Company; and (Dd) such other information relating to the extent the Company financial condition, business, prospects, or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness corporate affairs of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers Uber may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesreasonably request; provided, however, that (A) the Company shall not be required obligated under this Section 1(d) to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (Bi) that the Company shall only determines, at its sole discretion, to be required to provide a trade secret or confidential information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to considerunless covered by an enforceable confidentiality agreement, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect a form reasonably acceptable to the Company), and any Purchaser to whom such non(ii) the disclosure of which would adversely affect the attorney-public information, if any, has been provided by client privilege between the Company shall keep such and its counsel, (iii) that the Company determines, at its sole discretion, will result in the disclosure of information confidential. (d) Notwithstanding anything related to the contrary hereinany technology, this Section 4.3 shall be without prejudice and shall not limit the rights product, service or business of the Purchasers set forth elsewhere in this AgreementCompany that is competitive with any technology, product, service or business of Uber or (iv) that the Company is prohibited from disclosing due to confidentiality obligations to a third party or pursuant to applicable laws, including under Section 4.1 related to data privacy and Section 4.2protection.

Information Rights. The Company covenants and agrees that, commencing on the date of this Agreement, for (ai) For with respect to an Investor (other than Ceyuan), so long as such Investor (for this Section 1.1(a), each of Morningside and IDG shall be regarded as one Investor) continues to hold five (5) per cent or more of the Minimum Shareholding Requirement is satisfiedShares (as defined below) in issue on an as converted basis and (ii) with respect to Ceyuan, as long as Ceyuan does not Transfer (as defined in Section 4.3(a) hereof) any of the Shares currently held by it as of the date hereof, except as otherwise provided in Sections 1.1(b) and (c) below, the Company shall:will deliver to each such Investor (other than Bright Access International Limited): (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designateaudited annual consolidated financial statements, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and practicable but in any event within 90 days after the end of each of the first three ninety (390) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year year, and audited by a “Big 4” accounting firm chosen by the Company (unless another accounting firm is chosen by the Company in compliance with this Agreement, including with the consent of the Companyholders of at least 75% of Series E Shares); (ii) unaudited quarterly consolidated and unconsolidated financial statements, as soon as practicable but in any consolidated audited balance sheet of the Group as event within forty-five (45) days of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereineach fiscal quarter; and (Diii) an annual comprehensive operating budget, including but not limited to, a forecast of the Company’s revenues, expenses, and cash position on a month-to-month basis for the following fiscal year, within thirty (30) days prior to the extent end of each fiscal year; provided that for as long as any Investor or any of its Affiliates is a Competitor (as defined below), the Company or any other Group Company is required by Law or pursuant shall only be obliged to provide the terms of any outstanding Financial Indebtedness of the Company or information described in subsection (i) and (ii) above directly to a duly authorized officer within such Group Company Investor’s finance department, subject to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document Investor’s undertaking (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date which shall be deemed to have been given hereunder) that any information received will not be accessed by any person outside such Investor’s financial department and will only be accessed by members of such Investor’s finance department on a “need to know” basis for the sole purpose of preparing such Investor’s own financial statements and related disclosures and notes. All financial statements to be provided to the Purchasers; (ii) make appropriate officers Investors pursuant to this Section 1.1 shall include an income statement, a balance sheet and directors a cash flow statement for the relevant period as well as for the fiscal year to-date and shall be prepared in conformance with the generally accepted accounting principles of the Company, United States of America (“US GAAP”) and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by provided to the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice Investors contemporaneously with delivery of such representatives) with respect to matters relating financial statements to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderBoard. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Subject to Sections 3.1(b) and 3.1(e) but notwithstanding anything else in this Agreement, in order to confirm certain management rights with respect to the investment by the Holder in the Company so that such investment may qualify as a “venture capital investment,” as described in the Plan Asset Regulation, the Company shall, from and after the Effective Date for so long as the Minimum Shareholding Requirement is satisfied, Holder and its Affiliates collectively Beneficially Own Common Stock constituting at least five percent (5%) of the Company shallFully-Diluted Share Amount: (i) provide the Purchasers (which shall be represented by the Investor Officer Holder or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its subsidiaries and inspect the books, records, accounts books of account and other financial information data of the Company and the other Group Companiesits subsidiaries, in each case at such times as the Holder shall reasonably request and upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably requestadvance notice; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws;and (B) as soon as available and in any event within 90 45 days after the end of each of the first three (3) quarters quarter of each fiscal year of the CompanyCompany (or 120 days for fiscal year end), any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for Company and its subsidiaries as of the end of such period or year then ended, as applicable, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basisprinciples, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed with respect to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year end statements together with an auditor’s report thereon of the Company, any consolidated audited balance sheet a firm of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinestablished national reputation; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) use reasonable efforts to make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, Holder for consultation with the Purchasers (which shall be represented by the Investor Officer Holder or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with respect to matters relating to the business and affairs of the Company and the other Group Companies;its subsidiaries; and (iii) to the extent consistent with applicable Law law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by use reasonable efforts to inform the Purchasers from time to time and information Holder or its designated representative in advance with respect to any significant corporate transactions actions and to provide the Holder or its designated representative with the right to consult with the Company and the other Group Companies with respect to such transactions; and actions (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing it being understood that the ultimate and sole discretion with respect to all such matters shall be retained by the Company) (b) Notwithstanding the foregoing, the Holder shall not have access to any books, records, documents and other information (i) to the extent that books, records, documents or other information is subject to the terms of a confidentiality agreement with a third party (provided that the Company shall use reasonable efforts to obtain waivers under such agreements or implement requisite procedures to enable reasonable access without violating such agreement), (ii) to the extent that the disclosure thereof may result in the loss of attorney-client privilege or (iii) to the extent required by applicable Law (provided that the Company shall use reasonable efforts to enable the provision of reasonable access without violating such Law). (c) Notwithstanding anything to In the contrary event the Holder transfers all or any portion of its investment in this Agreement, the Company to an affiliated entity (or to a direct or indirect wholly-owned conduit subsidiary of any such affiliated entity) that is intended to qualify as a “venture capital operating company” as defined in the Plan Asset Regulation, such affiliated entity shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information afforded the same rights with respect to the CompanyCompany afforded to the Holder hereunder and shall be treated, and any Purchaser to whom for such non-public informationpurposes, if any, has been provided by the Company shall keep such information confidentialas a third party beneficiary hereunder. (d) Notwithstanding anything The Holder covenants and agrees that all information provided by the Company to the contrary hereinHolder or its affiliates, directors, officers, employees, and legal counsel (collectively, “Agents”) pursuant to this Section 4.3 3.1, whether in oral, written, electronic or other form, shall not be used in any way directly or indirectly detrimental to the Company, or for any other purpose, and will be kept confidential by the Holder and its Agents and will not be disclosed by the Holder and its Agents to any other Person; provided, however, that any of such information may be disclosed to the Holder’s Agents who are informed by the Holder of the confidential nature of such information and agree to keep such information confidential and to be bound by this Section 3.1(e) to the same extent as if they were parties hereto. The Holder agrees that it will be responsible for any breach of this Section 3.1(e) by its Agents, and that the Company shall be without prejudice entitled to directly enforce such agreements (it being understood that such responsibility shall be in addition to and not by way of limitation of any right or remedy the Company may have against such Holder’s Agents with respect to such breach). The confidentiality agreement set forth in this paragraph shall not apply to information which: (i) is or becomes generally available to the public other than as a result of a violation of this Section; (ii) prior to any disclosure to the Holder or any of its Agents by the Company or its representatives, is already in the Holder’s possession on a non-confidential basis from a source other than the Company or its representatives, provided that, to the Holder’s knowledge, such source is not bound by a confidentiality agreement with the Company or any of its Affiliates or representatives or otherwise prohibited from transmitting the information to the Holder by a contractual, legal or fiduciary obligation to the Company or any of its Affiliates or representatives; or (iii) becomes available to the Holder on a non-confidential basis from a source other than the Company or its representatives, provided that, to the Holder’s knowledge, such source is not bound by a confidentiality agreement with the Company or any of its Affiliates or representatives or otherwise prohibited from transmitting the information to the Holder by a contractual, legal or fiduciary obligation to the Company or any of its Affiliates or representatives. In the event that the Holder or one of its Agents is requested by a governmental or regulatory authority, or required by law, judicial or regulatory process, to disclose any such information, the party required to disclose information shall give prompt written notice thereof to the Company (to the extent legally permitted) and will reasonably cooperate with the Company’s efforts and at the party’s expense to obtain an appropriate remedy to prevent or limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.such disclosure

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfiedPurchaser or its Affiliates hold any Shares, the Company shall: (i) shall provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) Purchaser with: (Aa) quarterly financial statements as soon as reasonably practicable after they become available but no later than forty-five (45) days after the right end of each of the first three quarters of each fiscal year of the Company; provided that this requirement shall be deemed to have been satisfied if, on or prior to such date, the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC; and (b) audited (by a nationally recognized accounting firm) annual financial statements as soon as reasonably practicable after they become available but no later than ninety (90) days after the end of each fiscal year of the Company; provided that this requirement shall be deemed to have been satisfied if, on or prior to such date, the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC, in each case, prepared in accordance with GAAP as in effect from time to time, which such financial statements shall include the consolidated balance sheets of the Company and its Subsidiaries and the related consolidated statements of operations, income, changes in shareholders’ equity and cash flows. In addition, so long as the Purchaser and its Affiliates hold any Shares, the Company shall provide the Purchaser with copies of all reports, certifications and other information as and when provided to the lenders of the Company and its Subsidiaries, and subject to reasonable restrictions imposed by the Company to comply with antitrust and other applicable Laws, the Company shall permit the Purchaser or its Affiliates or any authorized representatives designated by the Purchaser or its Affiliates reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Purchaser or its Affiliates may reasonably request; notwithstanding anything . Any investigation pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) 3.3 shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available be conducted during normal business hours and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except such manner as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed not to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation interfere unreasonably with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs conduct of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderSubsidiaries. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. Following the Closing and prior to the Fall-Away of Investor Board Rights, in order to facilitate (i) the Investor Parties’ compliance with legal and regulatory requirements applicable to the beneficial ownership by the Investor Parties and its Affiliates of equity securities of the Company and (ii) the Investor Representative’s oversight of the Investor Parties’ investment in the Company, the Company agrees to provide each of the Investor Parties and the Investor Representative with the following: (a) For so long as within 90 days after the Minimum Shareholding Requirement is satisfiedend of each fiscal year of the Company, (A) an audited, consolidated balance sheet of the Company shall:and its Subsidiaries as of the end of such fiscal year, (B) an audited, consolidated income statement of the Company and its Subsidiaries for such fiscal year and (C) an audited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal year; provided that this requirement shall be deemed to have been satisfied if on or prior to such date the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC; (ib) provide within 45 days after the Purchasers end of each of the first three quarters of each fiscal year of the Company, (which A) an unaudited, consolidated balance sheet of the Company and its Subsidiaries as of the end of such fiscal quarter, (B) an unaudited, consolidated income statement of the Company and its Subsidiaries for such fiscal quarter and (C) an unaudited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal quarter; provided that this requirement shall be represented deemed to have been satisfied if on or prior to such date the Company files its quarterly report on Form 10-Q for the applicable fiscal year with the SEC; (c) reasonable access, to the extent reasonably requested by the Investor Officer Parties or such other representatives as the Purchasers may from time Investor Representative, to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the books, their books and records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Investor Parties and the Investor Representative may reasonably request; provided that any investigation pursuant to this Section 5.15 shall be conducted in a manner as not to interfere unreasonably with the conduct of the business of the Company and its Subsidiaries; and (d) copies of all material, substantive materials provided to the Board at substantially the same time as provided to the directors of the Company; provided that the Company shall not be obligated to provide such access or materials if the Company determines, in its reasonable judgment, that doing so could (i) violate or prejudice the rights of its customers, (ii) result in the disclosure of trade secrets or competitively sensitive information to third parties, (iii) materially violate applicable Law, an applicable order or a Contract or obligation of confidentiality owing to a third party, (iv) jeopardize the protection of an attorney-client privilege, attorney work product protection or other legal privilege, (v) be materially adverse to the interests of the Company or any of its Subsidiaries in any pending or threatened Action or (vi) expose the Company to risk of liability for disclosure of personal information. In addition, notwithstanding anything to the contrary contained herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of neither the Company (including all nor any of the issued its Subsidiaries will be required to provide any information or material that relate to, contain or reflect any analyses, studies, notes, memoranda and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue other information related to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity connection with generally accepted accounting principles in any Transaction Document or the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company Transactions or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company matters relating thereto or any other Group Company is required by Law transactions with or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings Investor Parties or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderInvestor Affiliates. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as Subject to Section 2.05(e), ETP shall provide the Minimum Shareholding Requirement is satisfiedETE Parties with the following information, in each case, to the Company shallextent available to ETP: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit notice and inspect any a reasonably detailed description of the offices and properties occurrence of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companiesany event directly related to SXL or its Subsidiaries that ETP determines in its good faith judgment is material to ETE, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than within ten percent (10%) of days following the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsoccurrence thereof; (Bii) as soon as available monthly operational and in any event financial reports within 90 twenty (20) days after the end of each month; (iii) unaudited financial statements of SXL within thirty (30) days after the end of each of the first three (3) quarters of each SXL’s fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseyear; (Civ) as soon as available and in any event annual audited financial statements of SXL within 120 sixty (60) days after the end of each SXL’s fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (Dv) to copies of all materials prepared for the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness members of the Company SXL Board concurrently with the delivery thereof to such members. (b) The annual and quarterly financial statements described above will include a description of the business activities that took place during the period covered by the financial statements and a summary of SXL’s business plan for the following quarter. (c) Subject to Section 2.05(e), ETP shall permit the ETE Parties or such Group Company their respective representatives to prepare such reports, inspect any annual reports, quarterly reports of the books of account and other periodic reports, pursuant records of SXL to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives ETP has access as the Purchasers may from time controlling member of Sunoco GP and to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to discuss the business and affairs of the Company SXL with Sunoco GP’s officers and the other Group Companies; SXL’s independent public accountants, all subject to customary confidentiality provisions and at such reasonable times during Sunoco GP’s usual business hours and upon reasonable prior notice (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be less than twenty-four (24) hours). (d) The ETE Parties shall not, directly or indirectly, disclose to any Person any confidential information provided to the ETE Parties pursuant to this Section 2.05 (“Information”), which has not generally become available to the public, other than as a result of a breach of this Agreement. Notwithstanding the foregoing, in the event that the ETE Parties are required by Law or applicable stock exchange rules to disclose any Information, such ETE Party shall (i) notify ETP 10 as promptly as practicable of the existence, terms and circumstances surrounding such a request, so that ETP may either waive such ETE Party’s compliance with the terms of this Section 2.05(d) or seek an appropriate protective order or other remedy and (ii) if ETP seeks such a protective order, to provide information with respect to a transaction unless such transaction is cooperation as ETP may reasonably expected to require approval by request (at ETP’s sole expense). (e) Notwithstanding anything else in this Section 2.05, in the event that (i) the Board prior of Directors of Sunoco GP determines in good faith, with the advice of outside legal counsel, that the provision by Sunoco GP to its consummation, ETP of any of the information set forth in this Section 2.05 would be reasonably likely to result in a breach of Sunoco GP’s obligations under the SXL Partnership Agreement or of any applicable Law or (Bii) the Company shall only be required Board of Directors of ETP GP LLC determines in good faith, with the advice of outside legal counsel, that the provision by ETP to provide information with respect to such transaction if members ETE of any of the Board is information set forth in this Section 2.05 would be reasonably expected likely to receive such informationresult in a breach of Sunoco GP’s obligations under the SXL Partnership Agreement or of any applicable Law, and (C) the Company then ETP shall have no obligation to provide such information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderETE. (bf) The For the avoidance of doubt, nothing in this Section 2.05 shall affect the information rights of ETP and ETE Holdings, as members of Sunoco GP, under the Fifth Amended and Restated Limited Liability Company further agrees to considerAgreement of Sunoco GP dated the date hereof, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers same may be amended from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companytime. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. Upon the consummation of the Deferred Closing, and for so long thereafter as the Investor holds at least 5% of the issued and outstanding Company Shares on a fully diluted and as converted basis, the following information rights shall apply: (a) For so long as In the Minimum Shareholding Requirement is satisfiedevent that the Company Shares or Company ADSs cease to be traded on Nasdaq or TASE, the Company shallshall deliver to the Investor the following information and documents: (i) provide as soon as practicable, but in any event within sixty (60) days of the Purchasers (which shall be represented by end of each fiscal quarter, an unaudited statement of income and statement of operations for such fiscal quarter, and an unaudited balance sheet and statement of changes in shareholders’ equity as of the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice end of such representativesfiscal quarter, all prepared in accordance with IFRS or other GAAP, as applicable (except that such financial statements may (i) with: be subject to normal year-end audit adjustments and (Aii) the right to visit not contain all notes and inspect any of the offices and properties of the Company and the disclosures thereto that may be required in accordance with IFRS or other Group Companies and inspect the booksGAAP, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basisapplicable), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (Bii) as soon as available and practicable but in any event within 90 ninety (90) days of the end of each fiscal year, an audited statement of income and statement of operations for such fiscal year, and an audited balance sheet and statement of changes in shareholders’ equity as of the end fiscal year, all prepared in accordance with the IFRS or other GAAP, as applicable; (iii) the material terms of any Material Contract executed by the Company, promptly after the execution by the Company of such Material Contract; and (iv) a description of any litigation initiated by or against the Company or any Subsidiary, along with all material terms thereof (including the name(s) of the other parties thereto, the claims of the applicable plaintiff, the remedies sought thereunder and – where the Company or any Subsidiary is the respondent – the arguments thereof). (b) For as long as the Company’s securities are listed on Nasdaq and/or Tel-Aviv Stock Exchange, the Company shall within (i) ninety (90) days of the end of each of the first three fiscal quarters and (3ii) quarters of within the period required pursuant to the Securities Act following each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity (with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided respect to the Purchasers if they are filed withannual report), or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available disclose publicly its profit and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited loss statement and balance sheet of the Group for and as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for period ending on the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as last day of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as a Purchaser continues to beneficially own, in the Minimum Shareholding Requirement is satisfiedaggregate, at least 5,000 Preferred Shares, shares of Series H Preferred Stock and/or shares of Series I Preferred Stock (or the equivalent amount of Conversion Shares), during normal business hours, the Company shall:shall provide to Purchaser reasonable access to customary information, access and inspection rights, including delivering to Purchaser the following information (collectively, the “Public Company Information”): i. on an annual basis and promptly after it has been made available (ibut no later than thirty (30) provide days before the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatebeginning of each fiscal year), provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any an annual budget of the offices and properties of the Company and the other Group Companies and inspect the booksCompany, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each a business plan of the first three Company, and (3C) quarters of each financial forecasts for the next fiscal year of the Company, any consolidated unaudited balance sheets in each case to the extent and in such manner and form prepared by or for the board of directors of the Group and consolidated unaudited statements of income and cash flows of Company (the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise“Board”); ii. on an annual basis and promptly after it has been made available (Cbut no later than seventy-five (75) as soon as available and in any event within 120 days after the end of each fiscal year year), annual unaudited financial and operating reports of the Company, any consolidated audited balance sheet of to the Group as of extent and in such manner and form prepared by or for the Board; iii. on a quarterly basis and promptly after it has been made available (but in no event later than forty (40) days after the end of such yeareach quarter), unaudited quarterly financial and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly operating reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, to the extent and in such manner and form prepared by or for the other Group Companies, available periodically Board; iv. final drafts of monthly management and at such times operating reports of the Company as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) Purchaser to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following in such manner and form prepared by or for the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by chief executive officer and/or provided to the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactionsBoard; and (iv) provide the Purchasers with sufficient v. such other financial, management and operating reports and information relating to material transactions of the Company on a timely basis reasonably requested by Purchaser, including all such information as required for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant customary reporting to the foregoing limited partners of Purchaser ’s Affiliates and for tax reporting purposes. In addition, in the event that the Purchasers inform the Company at any time that the Purchasers elect not is no longer obligated to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer file an annual report on Form 10-K or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection quarterly reports on Form 10-Q with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this AgreementSEC, the Company shall be under no obligation under this Section 4.3 also deliver the following to provide any Purchaser (collectively, the “Private Company Information” and together with any material non-public information with respect to the CompanyPublic Company Information, and any Purchaser to whom such non-public information, if any, has been provided by the “Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.Information”):

Information Rights. (a) For so long as New Mountain beneficially owns (within the Minimum Shareholding Requirement is satisfiedmeaning of Rule 13d-3 of the General Rules and Regulations under the Securities Exchange Act of 1934) at least 5% of the Common Stock determined on an as-converted basis (excluding (i) any shares of Series A Preferred Stock held of record by MidOcean, (ii) any shares of Common Stock MidOcean may acquire upon exercise of its portion of the Option, (iii) 350,000 shares of Series A Preferred Stock deposited by New Mountain into an escrow account (the "Escrowed Shares"), subject to the receipt of Required Approvals; provided that the Escrowed Shares do not revert back to New Mountain (the "Reversion") upon failure to receive Required Approvals within 120 days of such deposit and (iv) any additional Common Stock that New Mountain may acquire beneficial ownership of, following the date of this Letter Agreement, except to the extent New Mountain acquires beneficial ownership of the Escrowed Shares due to the Reversion), the Company shallshall furnish such Stockholder with: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time promptly following delivery to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any members of the offices and properties board of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year directors of the Company, any consolidated unaudited balance sheets copies of all board packages, reports and materials so delivered to the board of directors of the Group Company; and (ii) such other information as may be mutually agreed between the Company and consolidated unaudited statements such Stockholder. All information received by New Mountain or its Representatives pursuant to paragraph 3(a) of income and cash flows this Letter Agreement, together with any other confidential information previously provided by the Company or its Representatives (as defined hereinafter) to New Mountain or its Representatives ("Previous Confidential Information") is hereinafter referred to as "Confidential Information." (b) Notwithstanding the foregoing, the following will not constitute "Confidential Information" for purposes of the Group for the period then ended, prepared in conformity with generally accepted accounting principles this Letter Agreement: (i) information which was in the applicable jurisdiction applied on a consistent basis, except as otherwise noted thereinpossession of New Mountain or its Representatives prior to receipt thereof from the Company (other than Previous Confidential Information); provided that such balance sheets, statements of income and cash flows shall be deemed information is not subject to have been provided to the Purchasers if they are filed another confidentiality agreement with, or furnished by the Company other obligation (legal, fiduciary or any other Group Company to, the SEC pursuant to Section 13 or 15(dcontractual) of secrecy, among the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasersrelevant parties; (ii) make appropriate officers and directors of the Company, and the other Group Companies, information which is now or hereafter becomes generally available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs public, other than as a result of the Company and the other Group Companiesa disclosure by New Mountain or its Representatives not in violation of this Letter Agreement; (iii) information which was or may hereafter be available to New Mountain on a non-confidential basis from a third party that is not known to such Stockholder or its Representatives, after reasonable inquiry, to be under any confidential obligation (legal, fiduciary or contractual) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to regarding such transactionsinformation; andor (iv) provide the Purchasers with sufficient information relating which is independently acquired or developed by New Mountain or its Representatives without violating any of its obligations under paragraph 3 of this Letter Agreement. (c) New Mountain agrees to, and to material transactions of cause its agents, officers, directors, partners, employees, affiliates and advisors (collectively, "Representatives") to, (a) hold in strict confidence any Confidential Information received from the Company on a timely basis by such Stockholder or its Representatives pursuant to paragraph 3(a) of this Letter Agreement, and (b) not use any Confidential Information for any purpose other than such Stockholder's internal evaluation of its investment in the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesCompany; provided, however, that such Stockholder may reveal such portions of the Confidential Information (Ai) with the Company shall not be required to provide information with respect prior written consent of the Company, (ii) as required, pursuant to a transaction unless such transaction is reasonably expected to require approval judicial or regulatory proceeding, by the Board prior to its consummationsubpoena, (Bcivil investigative demand or other similar legal process, after compliance with paragraph 3(d) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such informationthis Letter Agreement, and (Ciii) to its Representatives who need to know the Confidential Information in connection with such Stockholder's internal evaluation of its investment in the Company shall have no and who are informed by such Stockholder of the confidential nature of the Confidential Information. New Mountain will inform its Representatives of the terms of such Stockholder's obligation to provide information of confidentiality under this Letter Agreement, and will be responsible for any breach of such obligation of confidentiality by any of its Representatives. (d) If New Mountain or any of its Representatives is required, pursuant to a judicial or regulatory proceeding, by subpoena, civil investigative demand or other similar legal process to disclose any of the foregoing Confidential Information, such Stockholder will notify the Company promptly so that the Company may seek a protective order or other appropriate remedy or, in its sole discretion, waive compliance with the obligations of confidentiality under this Letter Agreement. In the event that no such protective order or other remedy is obtained, or the Company does not promptly waive compliance with the obligations of confidentiality under this Letter Agreement, New Mountain will furnish only that portion of the Confidential Information which is legally required to be disclosed and will, at the Company's request, use reasonable efforts to cooperate with the Company in obtaining reasonable assurance that confidential treatment will be accorded such Confidential Information. (e) New Mountain acknowledges that it is aware and that it will advise its Representatives that the U.S. securities laws prohibit any person who has material non-public information from purchasing or selling securities or communicating that information to any other person under circumstances where it is reasonably foreseeable that such other person is likely to purchase or sell securities. If New Mountain no longer beneficially owns at least 5% of the Common Stock determined on an as-converted basis excluding those shares excluded in clauses (i), (ii), (iii) and (iv) of the parenthetical of the first sentence of paragraph 3(a) above, then, upon the Company's written request, such Stockholder shall return to the Company, or cause to be returned to the Company, and/or destroy, or cause to be destroyed, any and all Confidential Information, in whatever form (whether hard copy, electronic or other form) no later than ten (10) business days after receipt of the Company's written request. (f) New Mountain understands and acknowledges that the Company is not making any representation or warranty, express or implied, as to the accuracy or completeness of the Confidential Information. The Company disclaims any and all liability to New Mountain and its Representatives arising from such party's use of, or reliance on the Confidential Information. (g) New Mountain agrees that money damages would not be sufficient remedy for any breach of such Stockholder's obligations of confidentiality under paragraph 3 of this Letter Agreement and, therefore, in addition to any other remedy available to the Company in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in Stockholder's breach of its obligations of confidentiality under paragraph 3 of this Letter Agreement, the Company shall also be under no obligation under this Section 4.3 entitled to provide any Purchaser with any material non-public information with respect to the Company, specific performance and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialinjunctive or other equitable relief. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so So long as the Minimum Shareholding Requirement is satisfiedShareholder and any Affiliate Shareholders Beneficially Own, in the aggregate, at least fifteen percent (15%) of the outstanding shares of Common Stock on a fully diluted as-converted basis, and subject to Section 8.1, (i) the Company shall provide the Shareholder with (A) quarterly financial statements (as soon as reasonably practicable after they become available but no later than forty-five (45) days after the end of each of the first three quarters of each fiscal year of the Company); provided that this requirement shall be deemed to have been satisfied if on or prior to such date, the Company shall: files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC, (iB) provide audited (by a nationally recognized accounting firm) annual financial statements (as soon as reasonably practicable after they become available but no later than ninety (90) days after the Purchasers (which end of each fiscal year of the Company); provided that this requirement shall be represented by deemed to have been satisfied if on or prior to such date, the Investor Officer or Company files its annual report on Form 10-K for the applicable fiscal year with the SEC, in the case of each of clauses (A) and (B), prepared in accordance with GAAP, which statements shall include the consolidated balance sheets of the Company and its Subsidiaries and the related consolidated statements of income, shareholders’ equity and cash flows, and (C) such other representatives information relating to the financial condition, business, prospects, or corporate affairs of the Company as the Purchasers Shareholder may from time to time designatereasonably request, provided that the Purchasers shall notify and (ii) the Company in advance of their choice of such representatives) with: (A) shall permit the right Shareholder or any authorized Representatives designated by the Shareholder reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Shareholder may reasonably request; notwithstanding anything . Any visit or inspection pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A6.1(a) shall continue be conducted during normal business hours and in such manner as not to apply so interfere unreasonably with the conduct of the business of the Company and its Subsidiaries. (b) So long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held Shareholder and any Affiliate Shareholders Beneficially Own, in the form of ADSs) that represents no less than ten aggregate, at least fifteen percent (1015%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company Common Stock on an a fully diluted as-converted basis), for subject to Section 8.1, the avoidance Company shall provide to the Shareholder (i) copies of doubt regardless all material written information that is provided to the Company Board at substantially the same time at which such information is first delivered or otherwise made available in writing to the Company Board, (ii) within two (2) Business Days after the end of whether each month, a report on the Purchasers continue to satisfy progress and status of the Minimum Shareholding Requirementdevelopment of the Company’s products, but solely for including regarding the Purchasers’ taxstatus of any pending Regulatory Approvals, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (Biii) as soon as available practicable, but in any event thirty (30) days before the end of each fiscal year, a budget and business plan for the next fiscal year (collectively, the “Budget”), approved by the Company Board and prepared on a monthly basis, including balance sheets, income statements, and statements of cash flow for such months and, promptly after prepared, any other budgets or revised budgets prepared by the Company, (iv) as soon as practicable, but in any event within 90 forty-five (45) days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets a statement showing the number of shares of each class and series of Capital Stock and securities convertible into or exercisable for shares of Capital Stock outstanding at the end of the Group period, the Common Stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for Common Stock and consolidated unaudited statements the exchange ratio or exercise price applicable thereto, and the number of income shares of issued stock options and cash flows stock options not yet issued but reserved for issuance, if any, all in sufficient detail as to permit the Shareholder to calculate its percentage equity ownership in the Company, and certified by the chief financial officer or chief executive officer of the Group for the period then endedCompany as being true, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basiscomplete, except as otherwise noted therein; provided that such balance sheetsand correct, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d(v) of the Exchange Act or otherwise; within two (C2) as soon as available and in any event within 120 days Business Days after the end of each fiscal year quarter of the Company, any consolidated audited balance sheet a statement by the chief financial officer or chief executive officer of the Group as of the end of Company that, to such yearperson’s knowledge, and any consolidated audited statements of income and cash flows of the Group for the year then endedno event, prepared in conformity with generally accepted accounting principles circumstance, change, condition, occurrence or effect has occurred that, individually or in the applicable jurisdictionaggregate with any other event, applied circumstance, change, condition, occurrence or effect, has had, or would reasonably be expected to have, a material adverse effect on a consistent basisthe business, except as otherwise noted therein; and properties, operations, assets, liabilities (Dincluding contingent liabilities), prospects, results of operations or condition (financial or otherwise) to the extent of the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanySubsidiaries. (c) Notwithstanding anything From the date hereof until the date that is six (6) months following the date hereof (such period, as may be extended pursuant to this Section 6.1(c), the contrary in this Agreement“Cash Flow Information Period”), the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the CompanyCompany Board and, upon request of the Shareholder, to the Shareholder, a weekly unaudited consolidated balance sheet and any Purchaser to whom such non-public information, if any, has been provided by statement of the cash flows of the Company shall keep such information confidentialand its Subsidiaries for the thirteen-week period following the then-current week; provided that the Shareholder may, upon written notice to the Company prior to the expiration of the Cash Flow Information Period (or the then-current extension period), extend the length of the Cash Flow Information Period up to two (2) times, for a period of three (3) months each time. (d) Notwithstanding anything From and after the one (1) year anniversary of the date hereof, before delivering to the contrary herein, Shareholder any of the information that the Shareholder is entitled to receive pursuant to this Section 4.3 6.1, the Company shall be without prejudice confirm with the Shareholder whether it wishes to receive any such information and shall not limit only provide to the rights Shareholder that portion of the Purchasers set forth elsewhere information that the Shareholder informs the Company it wishes to receive. (e) Nothing herein shall require the Company to provide access to or disclose any information if such access or disclosure would jeopardize any attorney-client privilege of the Company or any of its Subsidiaries or violate any agreement, Law or Order (provided that the Company shall use its reasonable best efforts to cause such information to be provided in this Agreementa manner that would not result in such jeopardy or violation). (f) The Company acknowledges and agrees that employees of the Shareholder or its Affiliates serve as directors of portfolio companies of the Shareholder or its Affiliates, including under Section 4.1 and Section 4.2such portfolio companies shall not be deemed to have received or used Confidential Information solely due to the dual role of any such employee.

Information Rights. (a) For so long as Until ninety (90) days after the Minimum Shareholding Requirement is satisfieddate of this Agreement, the Company shall: Buyer will use its best efforts to share all income statements, cash flow statements and balance sheets prepared for internal purposes for use in the Business with the Seller. Thereafter, and until the Post Closing Payment has been paid to the Seller in full: (i) provide the Purchasers within fifteen (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives15) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each calendar month after the Closing, the Buyer shall prepare and deliver to the Seller an unaudited income statement and statement of cash flows for such month and an unaudited balance sheet as of the first three end of such month; (3ii) quarters within forty-five (45) days after the end of each fiscal year quarter after the Closing, the Buyer shall prepare and deliver to the Seller an unaudited income statement and statement of cash flows for such quarter and an unaudited balance sheet as of the Company, any consolidated unaudited balance sheets end of the Group such quarter; and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d(iii) of the Exchange Act or otherwise; within ninety (C90) as soon as available and in any event within 120 days after the end of each fiscal year after the Closing, the Buyer shall prepare and deliver to the Seller audited consolidated financial statements of the Company, any consolidated audited balance sheet of the Group as of the end of Buyer for such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity accordance with generally accepted accounting principles in and certified by independent public accountants selected by the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; andBuyer's Board of Directors. (Db) Until the Post Closing Payment has been paid to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the PurchasersSeller in full, but not more frequently than once per calendar during each fiscal quarter, for consultation the Buyer shall permit the Seller to visit and inspect the Buyer's properties, to examine its books of account and records and to discuss the Buyer's affairs, finances and accounts with the Purchasers (which shall its officers, all at such reasonable times as may be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be reasonably requested by the Purchasers from time to time and information in advance Seller. In connection with respect to any significant corporate transactions and this right, the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further Seller agrees to consider, hold in good faith, the recommendations of the Purchasers (which shall be represented confidence and trust and not use or disclose any confidential information provided to or learned by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) it in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary rights granted in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.5.8(b). --------------

Information Rights. At any time VBI has less than [**] of Available Operating Cash, VBI will provide Brii Bio within the period specified below or, if not specified, promptly: (a) For so long within five Business Days of delivery to its board of directors, copies of all manufacturing information, financial statements, notices and other related materials that it provides to its board of directors; (b) at Brii Bio’s discretion, monthly or quarterly calls with B▇▇▇ Bio’s CEO, CFO, and CTO (as necessary); (c) copies of (x) all notices of default, acceleration or the Minimum Shareholding Requirement is satisfied, exercise of rights or remedies received or delivered by VBI under the Company shallLoan Agreement and the other Loan Documents (as defined in the Loan Agreement); and (y) the “Specified Notice Materials” which include: (i) provide the Purchasers (which shall within 5 Business Days of delivery each monthly compliance certificate required to be represented by the Investor Officer or such other representatives as the Purchasers may from time delivered to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right K2HV pursuant to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%6.2(c) of the total issued Loan Agreement, VBI’s CEO and outstanding shares of the Company (including all of the issued CFO certification in agreed form that K2HV and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles VBI agree there are no unresolved defaults noted in the applicable jurisdiction applied on a consistent basis, except as otherwise noted thereinmost recent compliance certificate; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers;VBI Letter Agreement (ii) make appropriate officers and directors all notices of pending or threatened legal action of the Company, and type required to be delivered by VBI to K2HV pursuant to Section 6.2(h) of the other Group Companies, available periodically and at such times Loan Agreement (as reasonably requested by in effect on the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatedate hereof), provided that such notice pertains to either PreHevbri or VBI-2601 or any matter that could have a material adverse impact on VBI or its ability to reasonably perform in all material respects its obligations under the Purchasers shall notify License Agreements or the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group CompaniesSupply Agreement; (iii) all notices from governmental authorities required to be delivered by VBI to K2HV pursuant to Section 6.2(m) of the extent consistent with applicable Law Loan Agreement (and as in effect on the date hereof); provided that such notice pertains to either PreHevbri or VBI-2601 or any matter that could have a material adverse impact on VBI or its ability to reasonably perform in all material respects its obligations under the License Agreements or the Supply Agreement, (iv) all notices with respect to events which require public disclosure, only following new licenses required to be delivered by VBI to K2HV pursuant to Section 6.7 of the Company’s public disclosure thereof through applicable securities Law filings or otherwiseLoan Agreement (as in effect on the date hereof), provide other information provided that might such notice pertains to the CHO Cell Line or production of PreHevbri; (v) all notices of changes of jurisdiction, name, organizational type or organizational number or similar changes required to be requested delivered by VBI to K2HV pursuant to Section 7.2 of the Purchasers from time to time and information Loan Agreement (as in advance with respect to any significant corporate transactions and effect on the right to consult with the Company and the other Group Companies with respect to such transactionsdate hereof); and (ivvi) provide the Purchasers with sufficient information relating to material transactions all notices of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be certain new locations required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information delivered pursuant to the foregoing Loan Agreement or the K2HV Collateral Documents (as in effect on the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatedate hereof), provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything notice pertains to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialCHO Cell Line or production of PreHevbri. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. 3.1.1 So long as the Holder holds this Warrant and/or any of the Shares and Company has not furnished to Holder and/or filed the same pursuant to Section 3.1.2, the Company shall deliver to the holder (a) For so long as the Minimum Shareholding Requirement is satisfiedpromptly after mailing, the Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatecopies of all communications, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything and/or communiqués to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year shareholders of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d(b) of the Exchange Act or otherwise; within one hundred eighty (C180) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated the annual audited balance sheet financial statements of the Group as Company certified by independent public accountants of recognized standing and (c) within forty-five (45) days after the end of such each of the first three quarters of each fiscal year, the Company’s quarterly, unaudited financial statements. In addition, and any consolidated audited statements of income and cash flows without limiting the generality of the Group for foregoing, so long as the year then endedHolder holds this Warrant and/or any of the Shares, prepared in conformity the Company shall afford to the Holder the same access to information concerning the Company and its business and financial condition as would be afforded to a holder of the class of Shares under applicable state law and/or any agreement with generally accepted accounting principles any holder of the class of Shares. Non-compliance with the foregoing shall not constitute a breach of this Warrant provided that the Company complies within a ten (10) business day cure period. 3.1.2 The Company shall deliver to Holder, in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) event that the Company becomes subject to the extent reporting requirements under the Securities Exchange Act (“SEC”) of 1934, within five (5) days of filing, copies of all periodic and other reports, proxy statements and other materials filed by the Company with the SEC or similarly acting governmental agency, any other Group Company is national securities exchange, or distributed to its shareholders, as the case may be. Documents required by Law or to be delivered pursuant to the terms of hereof (to the extent any outstanding Financial Indebtedness of such documents are included in materials otherwise filed with the Company or such Group Company to prepare such reportsSEC) may be delivered electronically and if so delivered, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to delivered on the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (date on which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of posts such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosuredocuments, only following or provides a link thereto, on the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by website on the Purchasers from time to time and information in advance with respect to any significant corporate transactions and Internet at the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesCompany’s website address; provided, however, that the Company shall promptly notify Holder in writing (Awhich may be by electronic mail) of the posting of any such documents. As to any information contained in the materials furnished pursuant to this Section 3.1.2, the Company shall not be required separately to provide furnish such information with respect to a transaction unless such transaction is reasonably expected to require approval by under Sections 3.1.1(b)-(c), but the Board prior to its consummation, (B) foregoing shall not be in derogation of the obligation of the Company shall only be required to provide furnish the information with respect to and materials described in such transaction if members of Sections 3.1.1(b)-(c) at the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundertimes specified therein. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. Following the Closing and prior to the Fall-Away of Investor Board Rights, in order to facilitate (i) the Investor Parties’ compliance with legal and regulatory requirements applicable to the beneficial ownership by the Investor Parties and its Affiliates of equity securities of the Company and (ii) the Investor’s oversight of the Investor Parties’ investment in the Company, the Company agrees to provide each of the Investor Parties with the following: (a) For so long as within 90 days after the Minimum Shareholding Requirement is satisfiedend of each fiscal year of the Company, (A) an audited, consolidated balance sheet of the Company shall:and its Subsidiaries as of the end of such fiscal year, (B) an audited, consolidated income statement of the Company and its Subsidiaries for such fiscal year and (C) an audited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal year; provided, that this requirement shall be deemed to have been satisfied if on or prior to such date the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC; (ib) provide within 45 days after the Purchasers end of each of the first three quarters of each fiscal year of the Company, (which A) an unaudited, consolidated balance sheet of the Company and its Subsidiaries as of the end of such fiscal quarter, (B) an unaudited, consolidated income statement of the Company and its Subsidiaries for such fiscal quarter and (C) an unaudited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal quarter; provided, that this requirement shall be represented deemed to have been satisfied if on or prior to such date the Company files its quarterly report on Form 10-Q for the applicable fiscal year with the SEC; (c) reasonable access, to the extent reasonably requested by the Investor Officer or such other representatives as the Purchasers may from time Parties, to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the their books, records, accounts records and other financial information of the Company documents and the other Group Companiesinformation, in each case and to discuss its and their affairs, finances and accounts with its and their officers, all upon reasonable notice and at such reasonable times and as often as the Purchasers Investor Parties may reasonably request; provided, that any investigation pursuant to this Section 5.15 shall be conducted in a manner as not to interfere unreasonably with the conduct of the business of the Company and its Subsidiaries; and (d) copies of all material, substantive materials provided to the Board at substantially the same time as provided to the directors of the Company; provided, that the Company shall not be obligated to provide such access or materials if the Company determines, in its reasonable judgment, that doing so could (i) violate or prejudice the rights of its customers, (ii) result in the disclosure of trade secrets or competitively sensitive information to third parties, (iii) materially violate applicable Law, an applicable order or a Contract or obligation of confidentiality owing to a third party, (iv) jeopardize the protection of an attorney-client privilege, attorney work product protection or other legal privilege, (v) be materially adverse to the interests of the Company or any of its Subsidiaries in any pending or threatened Action or (vi) expose the Company to risk of liability for disclosure of personal information. In addition, notwithstanding anything to the contrary contained herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of neither the Company (including all nor any of the issued its Subsidiaries will be required to provide any information or material that relate to, contain or reflect any analyses, studies, notes, memoranda and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue other information related to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity connection with generally accepted accounting principles in any Transaction Document or the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company Transactions or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company matters relating thereto or any other Group Company is required by Law transactions with or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings Investor Parties or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderInvestor Affiliates. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfied, the The Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time deliver to time designateeach Major Investor, provided that the Purchasers shall notify Board has not reasonably determined that such Major Investor is a Competitor of the Company in advance of their choice of such representatives) withCompany: (Aa) as soon as practicable, but in any event within 100 days after the right to visit and inspect any end of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares fiscal year of the Company (including all i) a balance sheet as of the issued end of such year, (ii) statements of income and outstanding ordinary shares of cash flows for such year, and preferred shares (iii) a statement of stockholders’ equity as of the Company on an as-converted basis)end of such year, for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply all audited and prepared in accordance with applicable LawsGAAP; (Bb) as soon as available and practicable, but in any event within 90 45 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then endedsuch fiscal quarter, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited an unaudited balance sheet and a statement of the Group stockholders’ equity as of the end of such yearfiscal quarter, and any consolidated audited statements of income and cash flows of the Group for the year then ended, all prepared in conformity accordance with generally accepted accounting principles GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments; and (ii) not contain all notes thereto that may be required in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinaccordance with GAAP); and (Dc) to a copy of the extent Budget for each Fiscal Year after such Budget is approved by the Board. If, for any period, the Company or has any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors subsidiary whose accounts are consolidated with those of the Company, and then in respect of such period the other Group Companies, available periodically and at such times as reasonably requested by financial statements delivered pursuant to the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which foregoing sections shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business consolidated and affairs consolidating financial statements of the Company and the other Group Companies; (iii) all such consolidated subsidiaries. Notwithstanding anything else in this Section 10 to the extent consistent contrary, the Company may cease providing the information set forth in this Section 10 during the period starting with applicable Law (and with respect to events which require public disclosure, only following the date 60 days before the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by good-faith estimate of the Purchasers from time date of filing of a registration statement if it reasonably concludes it must do so to time and information in advance with respect to any significant corporate transactions and the right to consult comply with the Company and the other Group Companies with respect SEC rules applicable to such transactionsregistration statement and related offering; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation ’s covenants under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom 10 shall be reinstated at such non-public information, if any, has been provided by time as the Company shall keep is no longer actively employing its commercially reasonable efforts to cause such information confidentialregistration statement to become effective. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so So long as the Minimum Shareholding Requirement is satisfiedSponsors continue to Beneficially Own 1% of the outstanding Shares and until an IPO, the Company shall: (i) provide the Purchasers (which Buyer shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything deliver to the contrary hereinSponsors, the parties hereto hereby agree as and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as when available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year year, quarterly financial reports in the form prepared for the Buyer Board, but in any event within 45 days after the end of each relevant fiscal quarter (or, if Buyer is in good faith and diligently seeking to prepare and deliver such financial information, at such later date (not exceeding 60 days after the end of such quarter) as circumstances may require), and (i) Buyer shall deliver to the Sponsors, within 150 days after the end of Buyer’s fiscal year, the audited annual financial statements of the Company (including the notes thereto), including consolidated balance sheets, income statements and statements of cash flow, accompanied by the audit report thereon of the Company’s independent public accountants. (b) So long as the Founders continue to Beneficially Own, any consolidated unaudited balance sheets in the aggregate, 1% of the Group outstanding Shares and consolidated unaudited until an IPO, (i) Buyer shall deliver to the Founders, as and when available after the end of each of the first three quarters of each fiscal year, quarterly financial reports in the form prepared for the Buyer Board, but in any event within 45 days after the end of each relevant fiscal quarter (or, if Buyer is in good faith and diligently seeking to prepare and deliver such financial information, at such later date (not exceeding 60 days after the end of such quarter) as circumstances may require), and (i) Buyer shall deliver to the Founders, within 150 days after the end of Buyer’s fiscal year, the audited annual financial statements of income and cash flows of the Group for Company (including the period then endednotes thereto), prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such including consolidated balance sheets, income statements and statements of income cash flow, accompanied by the audit report thereon of the Company’s independent public accountants. (c) Buyer and cash flows the Company agrees for the benefit of each GS VCOC: (i) Each GS VCOC shall be deemed have the right to have been provided meet from time to time with such management personnel of Buyer and the Company and their direct and indirect subsidiaries, upon reasonable notice to the Purchasers if they are filed withPartnership, Buyer and the Company, for the purpose of consulting with and advising management, obtaining information on all matters relating to the operation of Buyer and the Company and their direct and indirect subsidiaries or furnished expressing the views of such GS VCOC on such matters and, as may be reasonably requested and on reasonable notice, to visit and inspect any of the properties of Buyer and the Company and their direct and indirect subsidiaries, including the books of account and to discuss its and their affairs, finances and accounts with the management personnel of the Partnership, Buyer, the Company and their direct and indirect subsidiaries. Buyer and the Company agree, and shall cause their direct and indirect subsidiaries, to give due consideration to any advice given and proposals made by the GS VCOC; provided, that Buyer and the Company or such subsidiary shall not be obligated to follow any other Group Company to, the SEC pursuant to Section 13 such advice or 15(d) of the Exchange Act or otherwise;proposals. (Cii) Buyer and the Company will deliver to each GS VCOC: (i) as soon as available available, and in any event within 120 days after the end of each fiscal year financial year, copies of the Company, any audited consolidated audited financial statements including the consolidated balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group Partnership and its subsidiaries, Buyer and its subsidiaries and the Company and its subsidiaries for the that financial year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, United States applied on a consistent basis, except as otherwise noted therein, together with an auditor’s report thereon of a firm of established national reputation; and (Dii) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that and in any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors event within 45 days of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar end of each accounting quarter, for consultation with copies of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance consolidated management accounts of their choice of such representatives) with respect to matters relating to the business Buyer and affairs of its subsidiaries and the Company and its subsidiaries as at the other Group Companies; end of and for that accounting quarter, including a profit and loss account, balance sheet and cash flow statement prepared in conformity with generally accepted accounting principles in the United States applied on a consistent basis, except as otherwise noted therein and setting forth comparative figures for the related period and related cumulative period in the previous financial year; and (iii) to true and correct copies of all documents, reports, financial data and such additional information as the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company GS VCOC may at any time that the Purchasers elect not to receive information hereunderreasonably request. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so So long as (i) with respect to Tencent, it continues to hold at least three percent (3%) of the Minimum Shareholding Requirement is satisfiedOrdinary Shares of the Company (calculated on an as-converted and fully-diluted basis), (ii) with respect to General Atlantic, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the General Atlantic Share Purchase Agreement, (iii) with respect to Super Class and Kuok, the Super Class Group continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Super Class Share Purchase Agreement and the Kuok Share Purchase Agreement, (iv) with respect to OTPP, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the OTPP Share Subscription Agreement and the OTPP Share Purchase Agreements, (v) with respect to Keytone, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Keytone Share Purchase Agreement, (vi) with respect to Ponorogo, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Ponorogo Share Subscription Agreement, and (vii) with respect to Seatown, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Seatown Share Subscription Agreement, the Company shall: shall permit, and procure that each Group Company shall permit, Tencent Limited, General Atlantic, Super Class, Kuok, OTPP, Keytone, Ponorogo or Seatown (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers case may from time to time designatebe), provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right at its own expense, to visit and inspect any of the offices Group Company’s properties, to examine its books of account and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and records all at such reasonable times as may be reasonably requested by Tencent Limited, General Atlantic, Super Class, Kuok, OTPP, Keytone, Ponorogo or Seatown and as often to discuss the Group Company’s business, affairs, conditions, operations finances and accounts with its directors, officers, employees, accountants, legal counsels and investment bankers (the “Information Sharing Rights”); provided, however, that such Group Company will not be obligated pursuant to this Section to provide access to any information that it reasonably considers to be a trade secret or similar confidential information, and provided further that the Group Company may require Tencent Limited, General Atlantic, Super Class, Kuok, OTPP, Keytone, Ponorogo or Seatown (as the Purchasers case may reasonably request; notwithstanding anything be) to execute a confidentiality and nondisclosure agreement prior to any such visit and inspection, which agreement shall not unduly restrict the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so Information Sharing Rights. So long as (i) with respect to Tencent, it continues to hold at least three percent (3%) of the Purchasers hold such amount of Class A Ordinary Shares of the Company (including such Class A Ordinary Shares held in the form of ADSscalculated on an as-converted and fully-diluted basis), (ii) that represents no less than ten with respect to General Atlantic, it continues to hold at least twenty percent (1020%) of the total issued number of Shares acquired pursuant to the General Atlantic Share Purchase Agreement, (iii) with respect to Super Class and outstanding shares Kuok, the Super Class Group continues to hold at least twenty percent (20%) of the Company total number of Shares acquired pursuant to the Super Class Share Purchase Agreement and the Kuok Share Purchase Agreement, (including all iv) with respect to OTPP, it continues to hold at least twenty percent (20%) of the issued total number of Shares acquired pursuant to the OTPP Share Subscription Agreement and outstanding ordinary shares and preferred shares the OTPP Share Purchase Agreements, (v) with respect to Keytone, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Keytone Share Purchase Agreement, (vi) with respect to Ponorogo, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Ponorogo Share Subscription Agreement, and (vii) with respect to Seatown, it continues to hold at least twenty percent (20%) of the total number of Shares acquired pursuant to the Seatown Share Subscription Agreement, the Company on an as-converted basis)shall deliver to Tencent Limited, for General Atlantic, Super Class or Kuok, OTPP, Keytone, Ponorogo or Seatown (as the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws;case may be): (Ba) as soon as available and practicable, but in any event within 90 three (3) months after the end of each Financial Year, an audited (consolidated) balance sheet of the Company and its Subsidiaries as of the end of such Financial Year and the related audited (consolidated) statements of income, shareholders’ equity and cash flows for the Financial Year then ended, and a management report, prepared in English in accordance with the IFRS, and certified by one of the ‘Big Four’ firms of independent public accountants selected by the Board; (b) as soon as practicable, but in any event within forty-five (45) days after the end of each of the first three (3) quarters of quarterly accounting periods in each fiscal year Financial Year a (consolidated) balance sheet of the Company, any consolidated unaudited balance sheets Company and its Subsidiaries as of the Group end of such fiscal quarter, and consolidated unaudited the related (consolidated) statements of income income, shareholders’ equity and cash flows of the Group for such fiscal quarter and for the period then endedFinancial Year to date, in each case with comparative statements for the prior Financial Year period, unaudited but prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdiction IFRS consistently applied on (other than normal year-end audit adjustments) and a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwisemanagement report; (Cc) as soon as available and practicable, but in any event within 120 thirty (30) days after the end of each fiscal year of the Companymonth, any consolidated audited a (consolidated) balance sheet of the Group Company and its Subsidiaries as of the end of such yearmonth, and any consolidated audited the related (consolidated) statements of income income, shareholders’ equity and cash flows for such month, unaudited but prepared in accordance with IFRS consistently applied; (d) as soon as practicable, but in any event prior to the end of the Group for preceding Financial Year, an annual projected budget of the year then endedCompany and its Subsidiaries, prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinIFRS consistently applied; and (De) promptly from time to time, such other information relating to the extent the Company financial condition, business, prospects or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness corporate affairs of the Company and its Subsidiaries as Tencent Limited, General Atlantic, Super Class, Kuok, OTPP, Keytone, Ponorogo or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document Seatown (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers case may be) may from time to time designatereasonably request, provided that or promptly after transmission or occurrence, other reports, press releases and non-routine communications with shareholders or the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosurefinancial community, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise)accountants and business consultants, provide other information that might be requested by the Purchasers from time to time governmental agencies and information in advance with respect to authorities, any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided reports filed by the Company shall keep such information confidentialor its officers, directors and representatives with any securities exchange, regulatory authority, governmental agency and notice of any event which would have a significant effect on the Company or any of its Subsidiary’s results of operations, business, prospects or financial condition or on the investment of Tencent Limited, General Atlantic, Super Class, Kuok, OTPP, Keytone, Ponorogo or Seatown (as the case may be). (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as a Purchaser continues to beneficially own, in the Minimum Shareholding Requirement is satisfiedaggregate, at least 5,000 Preferred Shares, shares of Series H Preferred Stock and/or shares of Series I Preferred Stock (or the equivalent amount of Conversion Shares), during normal business hours, the Company shall:shall provide to Purchaser reasonable access to customary information, access and inspection rights, including delivering to Purchaser the following information (collectively, the “Public Company Information”): i. on an annual basis and promptly after it has been made available (ibut no later than thirty (30) provide days before the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatebeginning of each fiscal year), provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any an annual budget of the offices and properties Company, (B) a business plan of the Company Company, and (C) financial forecasts for the other Group Companies and inspect the books, records, accounts and other financial information next fiscal year of the Company and the other Group CompaniesCompany, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, extent and in such manner and form prepared by or for the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount board of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares directors of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company “Board”); ii. on an asannual basis and promptly after it has been made available (but no later than seventy-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; five (B75) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year year), annual unaudited financial and operating reports of the Company, any consolidated to the extent and in such manner and form prepared by or for the Board; iii. on a quarterly basis and promptly after it has been made available (but in no event later than forty (40) days after the end of each quarter), unaudited balance sheets quarterly financial and operating reports of the Group Company, to the extent and consolidated unaudited statements in such manner and form prepared by or for the Board; iv. final drafts of income monthly management and cash flows operating reports of the Group Company as reasonably requested by Purchaser to the extent and in such manner and form prepared by or for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been Company’s chief executive officer and/or provided to the Purchasers if they are filed withBoard; and v. such other financial, or furnished management and operating reports and information reasonably requested by Purchaser, including all such information as required for customary reporting to the limited partners of Purchaser’s Affiliates and for tax reporting purposes. In addition, in the event that the Company is no longer obligated to file an annual report on Form 10-K or any other Group Company toquarterly reports on Form 10-Q with the SEC, the SEC pursuant Company shall also deliver the following to Section 13 or 15(d) of Purchaser (collectively, the Exchange Act or otherwise;“Private Company Information” and together with the Public Company Information, the “Company Information”): (C) vi. as soon as available and in any event within 120 days practicable after the end of each fiscal year of the Company, and in any event within ninety (90) days thereafter (to the extent practicable), a consolidated audited balance sheet of the Group Company and the Company Subsidiaries as of the end of such year, fiscal year and any consolidated audited statements of income and cash flows of the Group Company and the Company Subsidiaries for the year then endedsuch year, prepared in conformity accordance with generally accepted GAAP and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and followed promptly thereafter (to the extent it shall be available) with the opinion of the independent registered public accounting principles in firm selected by the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinCompany’s Audit Committee with respect to such financial statements; and (D) to vii. in lieu of providing the extent information required under the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reportsforegoing Section 4(c)vi, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as availablepracticable after the end of the first, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC second and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors third quarterly accounting periods in each fiscal year of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers in any event within forty-five (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives45) with respect to matters relating days thereafter (to the business and affairs extent practicable), an unaudited consolidated balance sheet of the Company and the other Group Companies; (iii) to Company Subsidiaries as of the extent consistent with applicable Law (end of each such quarterly period, and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time unaudited consolidated statements of income and information in advance with respect to any significant corporate transactions and the right to consult with cash flows of the Company and the other Group Companies Company Subsidiaries for such period and for the current fiscal year to date, prepared in accordance with respect to such transactions; and (iv) provide GAAP and setting forth in comparative form the Purchasers with sufficient information relating to material transactions figures for the corresponding periods of the Company on a timely basis for previous fiscal year, subject to changes resulting from normal year-end audit adjustments, all in reasonable detail, except that such financial statements need not contain the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be notes required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderGAAP. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfied, Investor continues to hold the Preferred Threshold Shares: (a) the Investor will be granted access to the Company’s facilities and personnel during normal business hours and with reasonable advance notification to the Company; and (b) the Company shallwill deliver to the Investor upon request: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Companypracticable, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and but in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited an income statement for such fiscal year, a balance sheet of the Group Company and statement of stockholders’ equity as of the end of such year, and any consolidated audited statements a statement of income and cash flows of the Group for the year then endedsuch year, such year-end financial reports to be in reasonable detail, prepared in conformity accordance with United States generally accepted accounting principles in the applicable jurisdictionprinciples, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required audited and certified by Law or pursuant to the terms an independent public accounting firm of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared nationally recognized standing selected by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the PurchasersCompany; (ii) make appropriate officers and directors as soon as practicable, but in any event within 30 days after the end of each of the first three quarters of each fiscal year of the Company, and the other Group Companies, available periodically and at an unaudited profit or loss statement for such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, an unaudited statement of cash flows for consultation with such quarter and an unaudited balance sheet as of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice end of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companiesquarter; (iii) a copy of the annual budget presented to the extent consistent with applicable Law (and with respect Board; provided that if no such budget has been presented to events which require public disclosurethe Board, only following one shall be provided to the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactionsInvestor; and (iv) provide an up-to-date capitalization table. Notwithstanding anything else in this Section 10 to the Purchasers contrary, the Company may cease providing the information set forth in this Section 10 during the period starting with sufficient information relating to material transactions the date sixty (60) days before the Company’s good-faith estimate of the Company on date of filing of a timely basis for registration statement if it reasonably concludes it must do so to comply with the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect SEC rules applicable to such transaction if members of the Board is reasonably expected to receive such information, registration statement and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, related offering; provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation ’s covenants under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom 10 shall be reinstated at such non-public information, if any, has been provided by time as the Company shall keep is no longer actively employing its commercially reasonable efforts to cause such information confidentialregistration statement to become effective. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as New Mountain beneficially owns (within the Minimum Shareholding Requirement is satisfiedmeaning of Rule 13d-3 of the General Rules and Regulations under the Securities Exchange Act of 1934) at least 5% of the Common Stock determined on an as-converted basis (excluding (i) any shares of Series A Preferred Stock held of record by MidOcean, (ii) any shares of Common Stock MidOcean may acquire upon exercise of its portion of the Option, (iii) 350,000 shares of Series A Preferred Stock deposited by New Mountain into an escrow account (the “Escrowed Shares”), subject to the receipt of Required Approvals; provided that the Escrowed Shares do not revert back to New Mountain (the “Reversion”) upon failure to receive Required Approvals within 120 days of such deposit and (iv) any additional Common Stock that New Mountain may acquire beneficial ownership of, following the date of this Letter Agreement, except to the extent New Mountain acquires beneficial ownership of the Escrowed Shares due to the Reversion), the Company shallshall furnish such Stockholder with: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time promptly following delivery to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any members of the offices and properties board of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, copies of all board packages, reports and materials so delivered to the other Group Companies, available periodically and at such times as reasonably requested by board of directors of the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers Company; and (which shall be represented by the Investor Officer or ii) such other representatives information as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of be mutually agreed between the Company and such Stockholder. All information received by New Mountain or its Representatives pursuant to paragraph 3(a) of this Letter Agreement, together with any other confidential information previously provided by the Company or its Representatives (as defined hereinafter) to New Mountain or its Representatives (“Previous Confidential Information”) is hereinafter referred to as “Confidential Information.” (b) Notwithstanding the foregoing, the following will not constitute “Confidential Information” for purposes of this Letter Agreement: (i) information which was in the possession of New Mountain or its Representatives prior to receipt thereof from the Company (other Group Companiesthan Previous Confidential Information); provided that such information is not subject to another confidentiality agreement with, or other obligation (legal, fiduciary or contractual) of secrecy, among the relevant parties; ▇▇▇▇▇▇▇ Education, Inc. February 3, 2004 (ii) information which is now or hereafter becomes generally available to the public, other than as a result of a disclosure by New Mountain or its Representatives not in violation of this Letter Agreement; (iii) information which was or may hereafter be available to New Mountain on a non-confidential basis from a third party that is not known to such Stockholder or its Representatives, after reasonable inquiry, to be under any confidential obligation (legal, fiduciary or contractual) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to regarding such transactionsinformation; andor (iv) provide the Purchasers with sufficient information relating which is independently acquired or developed by New Mountain or its Representatives without violating any of its obligations under paragraph 3 of this Letter Agreement. (c) New Mountain agrees to, and to material transactions of cause its agents, officers, directors, partners, employees, affiliates and advisors (collectively, “Representatives”) to, (a) hold in strict confidence any Confidential Information received from the Company on a timely basis by such Stockholder or its Representatives pursuant to paragraph 3(a) of this Letter Agreement, and (b) not use any Confidential Information for any purpose other than such Stockholder’s internal evaluation of its investment in the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesCompany; provided, however, that such Stockholder may reveal such portions of the Confidential Information (Ai) with the Company shall not be required to provide information with respect prior written consent of the Company, (ii) as required, pursuant to a transaction unless such transaction is reasonably expected to require approval judicial or regulatory proceeding, by the Board prior to its consummationsubpoena, (Bcivil investigative demand or other similar legal process, after compliance with paragraph 3(d) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such informationthis Letter Agreement, and (Ciii) to its Representatives who need to know the Confidential Information in connection with such Stockholder’s internal evaluation of its investment in the Company shall have no and who are informed by such Stockholder of the confidential nature of the Confidential Information. New Mountain will inform its Representatives of the terms of such Stockholder’s obligation to provide information of confidentiality under this Letter Agreement, and will be responsible for any breach of such obligation of confidentiality by any of its Representatives. (d) If New Mountain or any of its Representatives is required, pursuant to a judicial or regulatory proceeding, by subpoena, civil investigative demand or other similar legal process to disclose any of the foregoing Confidential Information, such Stockholder will notify the Company promptly so that the Company may seek a protective order or other appropriate remedy or, in its sole discretion, waive compliance with the obligations of confidentiality under this Letter Agreement. In the event that no such protective order or other remedy is obtained, or the Company does not promptly waive compliance with the obligations of confidentiality under this Letter Agreement, New Mountain will furnish only that portion of the Confidential Information which is legally required to be disclosed and will, at the Company’s request, use reasonable efforts to cooperate with the ▇▇▇▇▇▇▇ Education, Inc. February 3, 2004 Company in obtaining reasonable assurance that confidential treatment will be accorded such Confidential Information. (e) New Mountain acknowledges that it is aware and that it will advise its Representatives that the U.S. securities laws prohibit any person who has material non-public information from purchasing or selling securities or communicating that information to any other person under circumstances where it is reasonably foreseeable that such other person is likely to purchase or sell securities. If New Mountain no longer beneficially owns at least 5% of the Common Stock determined on an as-converted basis excluding those shares excluded in clauses (i), (ii), (iii) and (iv) of the parenthetical of the first sentence of paragraph 3(a) above, then, upon the Company’s written request, such Stockholder shall return to the Company, or cause to be returned to the Company, and/or destroy, or cause to be destroyed, any and all Confidential Information, in whatever form (whether hard copy, electronic or other form) no later than ten (10) business days after receipt of the Company’s written request. (f) New Mountain understands and acknowledges that the Company is not making any representation or warranty, express or implied, as to the accuracy or completeness of the Confidential Information. The Company disclaims any and all liability to New Mountain and its Representatives arising from such party’s use of, or reliance on the Confidential Information. (g) New Mountain agrees that money damages would not be sufficient remedy for any breach of such Stockholder’s obligations of confidentiality under paragraph 3 of this Letter Agreement and, therefore, in addition to any other remedy available to the Company in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in Stockholder’s breach of its obligations of confidentiality under paragraph 3 of this Letter Agreement, the Company shall also be under no obligation under this Section 4.3 entitled to provide any Purchaser with any material non-public information with respect to the Company, specific performance and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialinjunctive or other equitable relief. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Following the Closing and so long as the Minimum Shareholding 50% Beneficial Ownership Requirement is satisfied, in order to facilitate (i) the Investor Parties’ compliance with legal and regulatory requirements applicable to the beneficial ownership by the Investor Parties and its Affiliates of equity securities of the Company shalland (ii) the Investor Representative’s oversight of the Investor Parties’ investment in the Company, the Company agrees to provide each of the Investor Parties and the Investor Representative with the following: (ia) provide within 90 days after the Purchasers end of each fiscal year of the Company, (which A) an audited, consolidated balance sheet of the Company and its Subsidiaries as of the end of such fiscal year, (B) an audited, consolidated income statement of the Company and its Subsidiaries for such fiscal year and (C) an audited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal year; provided that this requirement shall be represented deemed to have been satisfied if on or prior to such date the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC; (b) within 45 days after the end of each of the first three quarters of each fiscal year of the Company, (A) an unaudited, consolidated balance sheet of the Company and its Subsidiaries as of the end of such fiscal quarter, (B) an unaudited, consolidated income statement of the Company and its Subsidiaries for such fiscal quarter and (C) an unaudited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal quarter; provided that this requirement shall be deemed to have been satisfied if on or prior to such date the Company files its quarterly report on Form 10-Q for the applicable fiscal year with the SEC; and (c) reasonable access, to the extent reasonably requested by the Investor Officer Parties or such other representatives as the Purchasers may from time Investor Representative, to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the books, their books and records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Investor Parties and the Investor Representative may reasonably request; provided that any investigation pursuant to this Section 5.16 shall be conducted in a manner as not to interfere unreasonably with the conduct of the business of the Company and its Subsidiaries; provided that the Company shall not be obligated to provide such access or materials if the Company determines, in its reasonable judgment, that doing so would reasonably be expected to (i) result in the disclosure of trade secrets or competitively sensitive information to third parties, (ii) violate applicable Law, an applicable order or a Contract or obligation of confidentiality owing to a third party, (iii) jeopardize the protection of an attorney-client privilege, attorney work product protection or other legal privilege (provided, however, that the Company shall use reasonable efforts to provide alternative, redacted or substitute documents or information in a manner that would not result in the loss of the ability to assert attorney-client privilege, attorney work product protection or other legal privileges), or (iv) expose the Company to risk of liability for disclosure of personal information; provided that the Parties shall use their commercially reasonable efforts to disclose such information in a manner that would not violate the foregoing. In addition, notwithstanding anything to the contrary contained herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of neither the Company (including all nor any of the issued its Subsidiaries will be required to provide any information or material that relate to, contain or reflect any analyses, studies, notes, memoranda and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue other information related to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity connection with generally accepted accounting principles in any Transaction Document or the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company Transactions or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company matters relating thereto or any other Group Company is required by Law transactions with or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings Investor Parties or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderInvestor Affiliates. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Subject to Sections 6.1(b) and 6.1(e) but notwithstanding anything else in this Agreement, in order to confirm certain management rights with respect to the investment by each VCOC Investor in the Company so long that such investment may qualify as a “venture capital investment,” as described in the Minimum Shareholding Requirement is satisfiedPlan Asset Regulation, the Company shall:, with respect to each VCOC Investor that owns at least five percent (5%) of the shares of Preferred Stock issued to it on the Effective Date (including, for purposes of calculation, any shares of Preferred Stock redeemed or exchanged for Common Stock which the Purchaser or its Affiliates or Associates own at the time of calculation): (i) provide the Purchasers (which shall be represented by the each VCOC Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its subsidiaries and inspect the books, records, accounts books of account and other financial information data of the Company and the other Group Companiesits subsidiaries, in each case at such times as such VCOC Investor shall reasonably request and upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably requestadvance notice; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws;and (B) as soon as available and in any event within 90 45 days after the end of each of the first three (3) quarters quarter of each fiscal year of the CompanyCompany (or 120 days for fiscal year end), any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for Company and its subsidiaries as of the end of such period or year then ended, as applicable, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basisprinciples, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed with respect to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year end statements together with an auditor's report thereon of the Company, any consolidated audited balance sheet a firm of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinestablished national reputation; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) use reasonable efforts to make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, such VCOC Investor for consultation with the Purchasers (which shall be represented by the VCOC Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with respect to matters relating to the business and affairs of the Company and the other Group Companies;its subsidiaries; and (iii) to the extent consistent with applicable Law law (and with respect to events which require public disclosure, only following the Company’s 's public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by the Purchasers from time use reasonable efforts to time and information inform each VCOC Investor or its designated representative in advance with respect to any significant corporate transactions actions and to provide each VCOC Investor or its designated representative with the right to consult with the Company and the other Group Companies with respect to such transactions; and actions (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing it being understood that the ultimate and sole discretion with respect to all such matters shall be retained by the Company) (b) Notwithstanding the foregoing, no Purchaser shall have access to any books, records, documents and other information (i) to the extent that books, records, documents or other information is subject to the terms of a confidentiality agreement with a third party (provided that the Company shall use reasonable efforts to obtain waivers under such agreements or implement requisite procedures to enable reasonable access without violating such agreement), (ii) to the extent that the disclosure thereof may result in the loss of attorney-client privilege or (iii) to the extent required by applicable Law (provided that the Company shall use reasonable efforts to enable the provision of reasonable access without violating such Law). (c) Notwithstanding anything to In the contrary event any VCOC Investor transfers all or any portion of its investment in this Agreement, the Company to an affiliated entity (or to a direct or indirect wholly-owned conduit subsidiary of any such affiliated entity) that is intended to qualify as a “venture capital operating company” as defined in the Plan Asset Regulation, such affiliated entity shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information afforded the same rights with respect to the CompanyCompany afforded to the VCOC Investor hereunder and shall be treated, and any Purchaser to whom for such non-public informationpurposes, if any, has been provided by the Company shall keep such information confidentialas a third party beneficiary hereunder. (d) Notwithstanding anything Additionally, from time to time, the Company shall in good faith engage in discussions with Fortress and Centerbridge regarding potential co-investment opportunities. (e) Each Purchaser covenants and agrees that all information provided by the Company to any Purchaser or its affiliates, directors, officers, employees, and legal counsel (collectively, “Agents”) pursuant to this Section 6.1, whether in oral, written, electronic or other form, shall not be used in any way directly or indirectly detrimental to the contrary hereinCompany, or for any other purpose, and will be kept confidential by such Purchaser and its Agents and will not be disclosed by such Purchaser and its Agents to any other Person; provided, however, that any of such information may be disclosed to such Purchaser’s Agents who are informed by Purchaser of the confidential nature of such information and agree to keep such information confidential and to be bound by this Section 4.3 6.1(e) to the same extent as if they were parties hereto. Each Purchaser agrees that it will be responsible for any breach of this Section 6.1(e) by its Agents, and that the Company shall be without prejudice entitled to directly enforce such agreements (it being understood that such responsibility shall be in addition to and not by way of limitation of any right or remedy the Company may have against such Purchaser’s Agents with respect to such breach). The confidentiality agreement set forth in this paragraph shall not apply to information which: (i) is or becomes generally available to the public other than as a result of a violation of this Section; (ii) prior to any disclosure to such Purchaser or any of its Agents by the Company or its representatives, is already in such Purchaser’s possession on a non-confidential basis from a source other than the Company or its representatives, provided that, to such Purchaser’s knowledge, such source is not bound by a confidentiality agreement with the Company or any of its Affiliates or representatives or otherwise prohibited from transmitting the information to such Purchaser by a contractual, legal or fiduciary obligation to the Company or any of its Affiliates or representatives; or (iii) becomes available to such Purchaser on a non-confidential basis from a source other than the Company or its representatives, provided that, to such Purchaser’s knowledge, such source is not bound by a confidentiality agreement with the Company or any of its Affiliates or representatives or otherwise prohibited from transmitting the information to such Purchaser by a contractual, legal or fiduciary obligation to the Company or any of its Affiliates or representatives. In the event that such Purchaser or one of its Agents is requested by a governmental or regulatory authority, or required by law, judicial or regulatory process, to disclose any such information, the party required to disclose information shall give prompt written notice thereof to the Company (to the extent legally permitted) and will reasonably cooperate with the Company’s efforts and at the party’s expense to obtain an appropriate remedy to prevent or limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2such disclosure.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfiedholders of Series A Preferred Stock have the right to designate the Series A Observer, the Company shall: shall deliver to the Purchaser Parties through the Series A Observer copies of all material substantive materials provided to (i) provide the Purchasers Board of Directors or any committee thereof at substantially the same time as provided to the directors of the Company or to the directors of the Company serving on such committee, as applicable and (ii) the Company’s senior lenders at substantially the same time as provided to the Company’s senior lenders; provided that each of the Purchaser Parties may elect, from time and time and in its sole discretion, not to receive copies of any or all of such materials. (b) For so long as the Purchaser Parties collectively hold record and beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) of more than five percent (5%) of the outstanding shares of the Company’s Common Stock (which shall be represented determined assuming the conversion of all of the shares of Series A Preferred Stock), the Company shall provide to the Purchaser Parties reasonable access, to the extent reasonably requested by the Investor Officer or such other representatives as the Purchasers may from time Purchaser Parties, to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its Subsidiaries’ office properties, books and inspect the books, records, accounts and other financial information of the Company to discuss their affairs, finances and the other Group Companiesmatters related to capital structure and financing with its and their officers, in each case all upon reasonable notice and at such reasonable times at the Company’s principal place of business; provided that any access pursuant to this Section 4.3(b) shall be conducted in a manner as not to interfere unreasonably with the conduct of the business of the Company and as often as its Subsidiaries; provided, further, that the Purchasers may Company shall not (i) be obligated pursuant to this Section 4.3(b) to provide access to any information that it reasonably request; notwithstanding anything and in good faith considers to be a trade secret or Confidential Information (unless covered by an enforceable confidentiality agreement, in form acceptable to the contrary hereinCompany, the parties hereto hereby agree and acknowledge it being acknowledged that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held an agreement in the form of ADSsthe Confidentiality Agreement is acceptable to the Company and if the Purchaser desires to enter into such an agreement, the Company agrees to promptly do so in such form) or the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel; or (ii) be required to violate any obligation of confidentiality, order or applicable Law to which it or its Subsidiaries is subject or to waive any privilege which any of them may possess in discharging its obligations pursuant to this Section 4.3(b); provided, further, that represents no less than ten percent (10%i) the Company may not enter into any obligation of confidentiality or otherwise for the purpose of avoiding disclosure under this Section 4.3(b) and (ii) the Company shall give notice to Purchaser of the total issued fact that it is withholding such information or documents and outstanding shares inform the Purchaser of the general nature of the information being withheld and thereafter the Company shall reasonably cooperate with Purchaser to provide such information (or as much of it as possible) in a manner that would render clauses (i) and (ii) inapplicable. (c) During the period from the date hereof through the Closing, subject to Purchaser’s obligations under the Confidentiality Agreement, the Company shall, and shall cause its Subsidiaries to, afford to the Purchaser and its authorized Representatives reasonable access during normal business hours, upon reasonable advance notice, to the offices, properties, assets and business, regulatory and financial records of the Company and its Subsidiaries and shall furnish to Purchaser or such authorized Representatives such additional information concerning the Company and its Subsidiaries (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue any businesses to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished acquired by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (Cits Subsidiaries) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesrequested; provided, however, that (A) the Company shall not be required to provide information with respect violate any obligation of confidentiality, order or applicable Law to a transaction unless which it or its Subsidiaries is subject or to waive any privilege which any of them may possess in discharging its obligations pursuant to this Section 4.3(c) (but in such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) event the Company shall only be required use commercially reasonable efforts to cooperate with the Purchaser to seek an appropriate remedy to provide information with respect to such transaction if members of the Board is reasonably expected to receive such required information, ). Purchaser hereby acknowledges and (C) the Company shall have no obligation to provide information agrees that any investigation pursuant to the foregoing this Section 4.3(c) shall be conducted in the event that the Purchasers inform the Company at any time that the Purchasers elect such a manner as not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection interfere unreasonably with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by operations of the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as To the Minimum Shareholding Requirement is satisfiedextent requested by Xencor, the Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days practicable after the end of each fiscal year of the Company, and in any consolidated audited event within 120 days thereafter, the Company will furnish Xencor a balance sheet of the Group Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants selected by the Company’s Board of Directors. (b) To the extent requested by Xencor, the Company will furnish Xencor, as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within 50 days thereafter, a balance sheet of the Company as of the end of each such yearquarterly period, and any consolidated audited statements a statement of income and a statement of cash flows of the Group Company for such period and for the current fiscal year then endedto date, prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdiction, consistently applied on a consistent basis, (except as otherwise noted therein; and), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made. (Dc) If at any time there is not an individual serving on the Board of Directors of the Company that was designated by Xencor pursuant to the Voting Agreement, then to the extent requested by Xencor, the Company or any other Group Company is required by Law or pursuant will furnish Xencor (i) at least thirty (30) days prior to the terms beginning of any outstanding Financial Indebtedness of the Company or each fiscal year an annual budget and operating plans for such Group Company to prepare such reports, any annual reports, quarterly reports fiscal year (and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC subsequent written revisions thereto); and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors as soon as practicable after the end of the Companyeach month, and the other Group Companiesin any event within twenty (20) days thereafter, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs a balance sheet of the Company as of the end of each such month, and a statement of income and a statement of cash flows of the other Group Companies;Company for such month and for the current fiscal year to date, including a comparison to plan figures for such period, prepared in accordance with generally accepted accounting principles consistently applied (except as noted thereon), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made. (iiid) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and Xencor shall have the right to consult with visit and inspect any of the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions properties of the Company on a timely basis for or any of its subsidiaries, and to discuss the Purchasers to analyze such transactions affairs, finances and assist accounts of the Company or any of its subsidiaries with its officers, and to achieve to its commercial objectivesreview such information as is reasonably requested all at such reasonable times and as often as may be reasonably requested; provided, however, that (A) the Company shall not be required to provide information obligated under this Section 11(d) with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) competitor of the Company shall only be required to provide information or with respect to such transaction if members information which the Company’s Board of the Board Directors determines in good faith is reasonably expected to receive such informationconfidential or attorney-client privileged and should not, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundertherefore, be disclosed. (be) The Company further agrees rights provided to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time Xencor pursuant to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company 11 shall keep such information confidentialterminate upon a Qualified Offering. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Following the Initial Closing and so long as the Minimum Shareholding 25% Beneficial Ownership Requirement is satisfied, in order to facilitate (i) the Investor Parties’ compliance with legal and regulatory requirements applicable to the beneficial ownership by the Investor Parties and its Affiliates of equity securities of the Company shalland (ii) the Investor Representative’s oversight of the Investor Parties’ investment in the Company, the Company agrees to provide each of the Investor Parties with the following: (ia) provide within 90 days after the Purchasers end of each fiscal year of the Company, (which A) an audited, consolidated balance sheet of the Company and its Subsidiaries as of the end of such fiscal year, (B) an audited, consolidated income statement of the Company and its Subsidiaries for such fiscal year and (C) an audited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal year; provided that this requirement shall be represented deemed to have been satisfied if and when the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC within the required time period therefor; (b) within 45 days after the end of each of the first three quarters of each fiscal year of the Company, (A) an unaudited, consolidated balance sheet of the Company and its Subsidiaries as of the end of such fiscal quarter, (B) an unaudited, consolidated income statement of the Company and its Subsidiaries for such fiscal quarter and (C) an unaudited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal quarter; provided that this requirement shall be deemed to have been satisfied if and when the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC within the required time period therefor; and (c) reasonable access, to the extent reasonably requested by the Investor Officer or such other representatives as the Purchasers may from time Parties, to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the books, their books and records, accounts and other financial information of the Company to discuss its and the other Group Companiestheir affairs and finances and matters relating to capital structure and financing, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Investor Parties may reasonably request; provided that any investigation pursuant to this Section 5.17 shall be conducted at the sole cost and expense of the Investor Parties and in a manner as not to interfere unreasonably with the conduct of the business of the Company and its Subsidiaries; provided that the Company shall not be obligated to provide such access or materials if the Company determines, in its reasonable judgment, that doing so would reasonably be expected to (i) result in the disclosure of trade secrets or competitively sensitive information to third parties, (ii) violate applicable Law, an applicable Judgment or a Contract or obligation of confidentiality owing to a third party, (iii) jeopardize the protection of an attorney-client privilege, attorney work product protection or other legal privilege (provided, however, that the Company shall use reasonable efforts to provide alternative, redacted or substitute documents or information in a manner that would not result in the loss of the ability to assert attorney-client privilege, attorney work product protection or other legal privileges), or (iv) expose the Company to risk of liability for disclosure of personal information; provided that the parties shall use their commercially reasonable efforts to disclose such information in a manner that would not violate the foregoing. In addition, notwithstanding anything to the contrary contained herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of neither the Company (including all nor any of the issued its Subsidiaries will be required to provide any information or material that relates to, contains or reflects any analyses, studies, notes, memoranda and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue other information related to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity connection with generally accepted accounting principles in any Transaction Document or the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company Transactions or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company matters relating thereto or any other Group Company is required by Law transactions with or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs Investor Parties or any Affiliates of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderInvestor. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfiedMajority Approved Holders have the right to designate a director for nomination pursuant to Section 1.1(b), and subject to the terms and conditions of Section 5.4, the Company shallshall provide the Approved Holders with: (i) provide quarterly financial statements as soon as reasonably practicable after they become available but no later than forty-five (45) days after the Purchasers (which end of each of the first three quarters of each fiscal year of the Company; provided that this requirement shall be represented deemed to have been satisfied if, on or prior to such date, the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC; and (ii) audited (by a nationally recognized accounting firm) annual financial statements as soon as reasonably practicable after they become available but no later than ninety (90) days after the Investor Officer end of each fiscal year of the Company; provided that this requirement shall be deemed to have been satisfied if, on or prior to such other representatives date, the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC, in each case, prepared in accordance with GAAP as the Purchasers may in effect from time to time designatetime, provided that which such financial statements shall include the Purchasers shall notify consolidated balance sheets of the Company and its Subsidiaries and the related consolidated statements of operations, income, changes in advance of their choice of such representativesshareholders’ equity and cash flows. Subject to reasonable restrictions imposed by the Company to comply with antitrust, export control and other Applicable Laws, the Company shall permit the Approved Holders or any authorized representatives designated by the Approved Holders (other than any Permitted Initial Stockholder LP or authorized representative thereof) with: (A) the right reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Approved Holders may reasonably request; notwithstanding anything . Any investigation pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A2.1 shall be conducted during normal business hours and in such manner as not to interfere unreasonably with the conduct of the Company and its Subsidiaries. (b) shall continue to apply For so long as the Purchasers hold such amount Majority Approved Holders have the right to designate a director for nomination pursuant to Section 1.1(b), subject to the terms and conditions of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of Section 5.4, the Company (including shall provide to the Approved Holders copies of all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided material written information that such balance sheets, statements of income and cash flows shall be deemed to have been is provided to the Purchasers if they are filed with, Board at substantially the same time at which such information is first delivered or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as otherwise made available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) writing to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesBoard; provided, however, that (A) the Company shall not be required to provide any such information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in extent the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (bterms and conditions of Section 2.1(c) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companyapply. (c) Notwithstanding anything to the contrary in this Agreement, neither the Company nor any of its Subsidiaries shall have any obligation to disclose any information, other than the financial statements required by Section 2.1(a), to the extent that (i) such disclosure is prohibited by Applicable Law, or (ii) such disclosure would reasonably be expected to cause a violation of any agreement to which the Company or any of its Subsidiaries is a party or would cause a risk of loss of privilege to the Company or any of its Subsidiaries (provided that the Company shall be use reasonable best efforts to make appropriate substitute arrangements under no obligation under circumstances where the restrictions in any of the foregoing clauses (i) – (ii) of this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential2.1(c) apply). (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as a Purchaser continues to beneficially own, in the Minimum Shareholding Requirement is satisfiedaggregate, at least 5,000 Preferred Shares, shares of Series H Preferred Stock and/or shares of Series I Preferred Stock (or the equivalent amount of Conversion Shares), during normal business hours, the Company shall:shall provide to such Purchaser reasonable access to customary information, access and inspection rights, including delivering to such Purchaser the following information (collectively, the “Public Company Information”): i. on an annual basis and promptly after it has been made available (ibut no later than thirty (30) provide days before the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designatebeginning of each fiscal year), provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any an annual budget of the offices and properties Company, (B) a business plan of the Company Company, and (C) financial forecasts for the other Group Companies and inspect the books, records, accounts and other financial information next fiscal year of the Company and the other Group CompaniesCompany, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, extent and in such manner and form prepared by or for the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount board of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares directors of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company “Board”); ii. on an asannual basis and promptly after it has been made available (but no later than seventy-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; five (B75) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year year), annual unaudited financial and operating reports of the Company, any consolidated to the extent and in such manner and form prepared by or for the Board; iii. on a quarterly basis and promptly after it has been made available (but in no event later than forty (40) days after the end of each quarter), unaudited balance sheets quarterly financial and operating reports of the Group Company, to the extent and consolidated unaudited statements in such manner and form prepared by or for the Board; iv. final drafts of income monthly management and cash flows operating reports of the Group Company as reasonably requested by such Purchaser to the extent and in such manner and form prepared by or for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been Company’s chief executive officer and/or provided to the Purchasers if they are filed withBoard; and v. such other financial, or furnished management and operating reports and information reasonably requested by such Purchaser, including all such information as required for customary reporting to the limited partners of such Purchaser ’s Affiliates and for tax reporting purposes. In addition, in the event that the Company is no longer obligated to file an annual report on Form 10-K or any other Group Company toquarterly reports on Form 10-Q with the SEC, the SEC pursuant Company shall also deliver the following to Section 13 or 15(d) of each Purchaser (collectively, the Exchange Act or otherwise;“Private Company Information” and together with the Public Company Information, the “Company Information”): (C) vi. as soon as available and in any event within 120 days practicable after the end of each fiscal year of the Company, and in any event within ninety (90) days thereafter (to the extent practicable), a consolidated audited balance sheet of the Group Company and the Company Subsidiaries as of the end of such year, fiscal year and any consolidated audited statements of income and cash flows of the Group Company and the Company Subsidiaries for the year then endedsuch year, prepared in conformity accordance with generally accepted GAAP and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and followed promptly thereafter (to the extent it shall be available) with the opinion of the independent registered public accounting principles in firm selected by the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinCompany’s Audit Committee with respect to such financial statements; and (D) to vii. in lieu of providing the extent information required under the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reportsforegoing Section 4(d)vi, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as availablepracticable after the end of the first, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC second and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors third quarterly accounting periods in each fiscal year of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers in any event within forty-five (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives45) with respect to matters relating days thereafter (to the business and affairs extent practicable), an unaudited consolidated balance sheet of the Company and the other Group Companies; (iii) to Company Subsidiaries as of the extent consistent with applicable Law (end of each such quarterly period, and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time unaudited consolidated statements of income and information in advance with respect to any significant corporate transactions and the right to consult with cash flows of the Company and the other Group Companies Company Subsidiaries for such period and for the current fiscal year to date, prepared in accordance with respect to such transactions; and (iv) provide GAAP and setting forth in comparative form the Purchasers with sufficient information relating to material transactions figures for the corresponding periods of the Company on a timely basis for previous fiscal year, subject to changes resulting from normal year-end audit adjustments, all in reasonable detail, except that such financial statements need not contain the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be notes required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderGAAP. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as The Corporation shall deliver the Minimum Shareholding Requirement is satisfied, following reports to each Stockholder holding more than five percent (5%) of the Company shalloutstanding Common Stock Equivalents: (i) provide as soon as available, and in any event within thirty (30) calendar days after the Purchasers end of each month of each fiscal year of the Corporation (which shall be represented subject to extension as agreed to by Eos), unaudited consolidated and consolidating balance sheets of the Investor Officer or such other representatives Corporation and its Subsidiaries as of the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice end of such representatives) with: (A) the right to visit period, and inspect any consolidated and consolidating statements of income and cash flows of the offices Corporation and properties its Subsidiaries for the period then ended, including a report containing a management’s discussion and analysis of the Company such financial results prepared in conformity with GAAP, except as otherwise noted therein, and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything subject to the contrary herein, the parties hereto hereby agree absence of footnotes and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an asyear-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsend adjustments; (Bii) as soon as available and in any event within 90 forty-five (45) calendar days after the end of each of the first three (3) quarters of each fiscal year of the CompanyCorporation (subject to extension as agreed to by Eos), any unaudited consolidated unaudited and consolidating balance sheets of the Group Corporation and its Subsidiaries as of the end of such period, and consolidated unaudited and consolidating statements of income and cash flows of the Group Corporation and its Subsidiaries for the period then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basisGAAP, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided subject to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant absence of footnotes and to Section 13 or 15(d) of the Exchange Act or otherwiseyear-end adjustments; (Ciii) as soon as available available, and in any event within 120 ninety (90) calendar days after the end of each fiscal year of the CompanyCorporation (subject to extension as agreed to by Eos), any (A) a consolidated audited and consolidating balance sheet of the Group Corporation and its Subsidiaries as of the end of such year, and any consolidated audited and consolidating statements of income and cash flows of the Group Corporation and its Subsidiaries for the year then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdictionGAAP, consistently applied on a consistent basis, and except as otherwise noted therein; and, together with an auditor's report thereon of a public accounting firm of established national reputation and (B) the audited annual financial statements for such fiscal year (including the notes, exhibits or schedules thereto and any affirmations or certificates filed therewith); (Div) to the extent the Company Corporation (or any other Group Company Subsidiary thereof) is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reportsfinancial statements (or obtain such audit letters), any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, financial statements actually prepared by the Company Corporation (or any such Subsidiary), or audit letters actually obtained by the Corporation (or any such Subsidiary) from any auditor of such financial statements, in each case as soon as available to the Corporation (or such Group Company Subsidiary); (v) as soon as available, provided that and in any report, schedule, form, statement or other document event within fifteen (including exhibits15) filed with, or furnished tocalendar days prior to the beginning of the fiscal year to which the annual budget shall apply, the SEC annual budget and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors business plan of the Company, Corporation and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactionsits Subsidiaries; and (ivvi) provide as soon as available, and in any event within fifteen (15) calendar days after the Purchasers with sufficient information relating to material transactions end of each calendar year of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; providedCorporation, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members updated copies of the Board is reasonably expected to receive Corporation’s Credit Policies and Procedures and Origination Parameters, provided that such information, Credit Policies and (C) the Company shall Procedures have no obligation to provide information pursuant to the foregoing materially changed or have been amended in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundersuch calendar year. (b) The Company further agrees Corporation and its Subsidiaries shall provide to considereach Investor and RCC, in good faithtrue and correct copies of all documents, the recommendations reports, financial data and other information as an Investor or RCC may reasonably request. The Corporation shall permit any authorized representatives designated by an Investor or RCC to visit and inspect any of the Purchasers (which shall be represented by properties of the Investor Officer or such other representatives as the Purchasers may from time to time designateCorporation and its Subsidiaries, provided that the Purchasers shall notify the Company in advance including its and their books of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Companyaccount, and any Purchaser to whom discuss its and their affairs, finances and accounts with its and their officers, all at such non-public information, if any, has been provided by the Company shall keep such information confidentialtimes as an Investor may reasonably request. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For From and after the closing of the Merger and so long as EHL beneficially owns (x) at least 90% of the Minimum Shareholding Requirement is EHL Shares held by it immediately after the closing of the Merger and (y) at least 5% of the outstanding equity securities of the Company (clauses (x) and (y) together, the "EHL Retention Condition"), the Company shall, on a timely basis, furnish EHL with annual and quarterly reports concerning the Company the content of which will be substantially as would be required to be publicly disclosed by an issuer whose securities are registered under Section 12 of the Exchange Act. (b) So long as the EHL Retention Condition remains satisfied, the Company shall: (i) provide , on a timely basis, furnish EHL with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided written materials that the Purchasers Company submits to the members of its Board of Directors if either of the following shall notify the Company in advance of their choice of such representatives) with: have occurred and is continuing: (A) the right to visit and inspect a payment default under any of the offices Company's material debt agreements shall have occurred and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably requestis continuing; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members fifth anniversary of the Board closing of the Merger shall have occurred and no Initial Public Offering shall have been consummated. During any period when EHL is reasonably expected entitled to receive such informationBoard materials in accordance with this ▇▇▇▇▇▇▇ ▇, and (C) the Company shall ▇▇▇ ▇▇▇▇▇ ▇▇ entitled to have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company one representative attend as an observer at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations one meeting of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance Company's Board of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanyDirectors per calendar year. (c) Notwithstanding anything EHL's failure to satisfy either or both of clauses (x) and (y) of the contrary in this AgreementEHL Retention Condition notwithstanding, so long as EHL owns at least 50% of the EHL Shares held by it immediately after the closing of the Merger, the Company shall be under no obligation under this Section 4.3 cooperate with and respond to provide any Purchaser with any material non-public all reasonable requests for information with respect to concerning the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as Subject to Section 2.05(e), ETP shall provide the Minimum Shareholding Requirement is satisfiedETE Parties with the following information, in each case, to the Company shallextent available to ETP: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit notice and inspect any a reasonably detailed description of the offices and properties occurrence of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companiesany event directly related to SXL or its Subsidiaries that ETP determines in its good faith judgment is material to ETE, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than within ten percent (10%) of days following the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsoccurrence thereof; (Bii) as soon as available monthly operational and in any event financial reports within 90 twenty (20) days after the end of each month; (iii) unaudited financial statements of SXL within thirty (30) days after the end of each of the first three (3) quarters of each SXL’s fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseyear; (Civ) as soon as available and in any event annual audited financial statements of SXL within 120 sixty (60) days after the end of each SXL’s fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (Dv) to copies of all materials prepared for the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness members of the Company SXL Board concurrently with the delivery thereof to such members. (b) The annual and quarterly financial statements described above will include a description of the business activities that took place during the period covered by the financial statements and a summary of SXL’s business plan for the following quarter. (c) Subject to Section 2.05(e), ETP shall permit the ETE Parties or such Group Company their respective representatives to prepare such reports, inspect any annual reports, quarterly reports of the books of account and other periodic reports, pursuant records of SXL to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives ETP has access as the Purchasers may from time controlling member of Sunoco GP and to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to discuss the business and affairs of the Company SXL with Sunoco GP’s officers and the other Group Companies; SXL’s independent public accountants, all subject to customary confidentiality provisions and at such reasonable times during Sunoco GP’s usual business hours and upon reasonable prior notice (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be less than twenty-four (24) hours). (d) The ETE Parties shall not, directly or indirectly, disclose to any Person any confidential information provided to the ETE Parties pursuant to this Section 2.05 (“Information”), which has not generally become available to the public, other than as a result of a breach of this Agreement. Notwithstanding the foregoing, in the event that the ETE Parties are required by Law or applicable stock exchange rules to disclose any Information, such ETE Party shall (i) notify ETP 10 as promptly as practicable of the existence, terms and circumstances surrounding such a request, so that ETP may either waive such ETE Party’s compliance with the terms of this Section 2.05(d) or seek an appropriate protective order or other remedy and (ii) if ETP seeks such a protective order, to provide information with respect to a transaction unless such transaction is cooperation as ETP may reasonably expected to require approval by request (at ETP’s sole expense). (e) Notwithstanding anything else in this Section 2.05, in the event that (i) the Board prior of Directors of Sunoco GP determines in good faith, with the advice of outside legal counsel, that the provision by Sunoco GP to its consummation, ETP of any of the information set forth in this Section 2.05 would be reasonably likely to result in a breach of Sunoco GP’s obligations under the SXL Partnership Agreement or of any applicable Law or (Bii) the Company shall only be required Board of Directors of ETP GP LLC determines in good faith, with the advice of outside legal counsel, that the provision by ETP to provide information with respect to such transaction if members ETE of any of the Board is information set forth in this Section 2.05 would be reasonably expected likely to receive such informationresult in a breach of Sunoco GP’s obligations under the SXL Partnership Agreement or of any applicable Law, and (C) the Company then ETP shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialto ETE. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as any APLD Investor is a party to this Agreement (subject to Section 5.1), without limitation or prejudice of any of the Minimum Shareholding Requirement is satisfiedrights provided to the APLD Investors hereunder, the Company shall, with respect to each such APLD Investor: (i) i. provide the Purchasers (which shall be represented by the each APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with: (A) upon reasonable notice and at mutually convenient times, the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its Subsidiaries and inspect and copy the books, records, accounts books and other financial information records of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsits Subsidiaries; (B) as soon as available and in any event within 90 45 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group Company and its Subsidiaries as of the end of such period, and consolidated unaudited statements of income and cash flows of the Group Company and its Subsidiaries for the period then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction United States applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided subject to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant absence of footnotes and to Section 13 or 15(d) of the Exchange Act or otherwiseyear-end adjustments; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any a consolidated audited balance sheet of the Group Company and its Subsidiaries as of the end of such year, and any consolidated audited statements of income and cash flows of the Group Company and its Subsidiaries for the year then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, United States applied on a consistent basis, except as otherwise noted therein; and, together with an auditor’s report thereon of a firm of established national reputation; (D) to the extent the Company or any other Group Company is required by applicable Law or pursuant to the terms of any outstanding Financial Indebtedness indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, reports pursuant to Section 13 or 15(d) of the Exchange Act or otherwiseAct, actually prepared by the Company or such Group Company as soon as available; and (E) upon written request by the APLD Investor, copies of all materials provided that to the Board, subject to appropriate protections with respect to confidentiality and preservation of attorney-client privilege; provided, that, in each case, if the Company makes the information described in clauses (B), (C) and (D) of this Section 3.3(a)(i) available through public filings on the E▇▇▇▇ System or any report, schedule, form, statement successor or other document (including exhibits) filed with, or furnished toreplacement system of the U.S. Securities and Exchange Commission, the SEC and publicly available as of requirement to deliver such date information shall be deemed to have been provided to the Purchaserssatisfied; (ii) . make appropriate officers and/or Directors of the Company available, and cause the officers and directors of the Companyits Subsidiaries to be made available, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchaserseach APLD Investor, but not more frequently than once per calendar quarterupon reasonable notice and at mutually convenient times, for consultation with the Purchasers (which shall be represented by the such APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with respect to matters relating to the business and affairs of the Company and its Subsidiaries; and iii. to the other Group Companies; (iii) extent that the APLD Investor requests to receive such information and rights, and to the extent consistent with applicable Law or listing standards (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information inform each APLD Investor or its designated representative in advance with respect to any significant corporate transactions actions, and to provide (or cause to be provided) each APLD Investor or its designated representative with the right to consult with the Company and the other Group Companies its Subsidiaries with respect to such transactions; and (iv) provide actions should the Purchasers with sufficient information relating APLD Investor elect to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesdo so; provided, however, that (A) this right to consult must be exercised within five days after the Company informs the APLD Investor of the proposed corporate action; provided, further, that the Company shall not be required under no obligation to provide information the APLD Investor with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide any material non-public information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereundercorporate action. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the each APLD Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative in connection with the matters on which they are it is consulted as described aboveabove in this Section 3.3, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For The Company covenants and agrees that, commencing on the date of this Agreement, and for so long as the Minimum Shareholding Requirement is satisfiedany Investor holds any Investment Securities, the Company shallwill and will cause the Group Companies to, deliver to such Investor the following with respect to the Group Companies: (i) provide the Purchasers annual audited consolidated financial statements within ninety (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives90) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity accordance with generally accepted IFRS or other accounting principles as duly approved in accordance with this Agreement and the applicable jurisdictionRestated M&A, applied on by a consistent basis, except as otherwise noted therein; and (D) to the extent the Company “Big 4” accounting firm or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared another accounting firm approved by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the PurchasersPreferred Majority; (ii) make appropriate officers and directors quarterly unaudited consolidated financial statements within thirty (30) days after the end of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar each quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) monthly unaudited consolidated financial statements and key operating metrics of the Group Companies within thirty (30) days after the end of each calendar month; (iv) an annual consolidated budget, including but not limited to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following a forecast of the Company’s public disclosure thereof through applicable securities Law filings or otherwise)revenues, provide other information that might be requested expenses, and cash position on a quarter-to-quarter basis for the following fiscal year within forty-five (45) days prior to the end of each fiscal year; (v) a copy of the then-current capitalization table of the Company showing a breakdown of shares outstanding, by class of share, and weighted average strike price for awards granted under the Purchasers from time to time and information in advance with respect ESOP during the preceding quarter within fifteen (15) days following the end of each quarter; (vi) copies of all documents and/or materials sent to any significant corporate transactions and the right to consult with the Company and of the other shareholders of the Company; (vii) promptly upon request from any Investor, current versions of (x) this Agreement and other related investment documents and all documents relating to any subsequent financings by any Group Companies Company, the management of any Group Company or otherwise affecting the Preferred Shares or shares issued upon conversion of the Preferred Shares, bearing the signatures of all parties and (y) any Group Company’s Charter Documents bearing the file stamp of the appropriate Governmental Authority, as applicable, in each case with respect all amendments and restatements; the copies of the documents to such transactionsbe provided under this 2.1 may be delivered in either hardcopy or in Portable Document Format (“PDF”); and (ivviii) provide upon the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; providedwritten request by any Investor, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives information as the Purchasers may from time to time designate, provided that the Purchasers such Investor shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companyreasonably request. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so as long as the Minimum Shareholding Requirement is satisfiedMajority Approved Holders have the right to designate at least one (1) Holder Designee, subject to Section 5.4, (i) the Company shall provide the Approved Holders with unaudited monthly (as soon as reasonably possible after they become available but in no event before they are sent to the Board) management financial statements, quarterly (as soon as reasonably possible after they become available but in no event before they are sent to the Board) financial statements and audited (by a nationally recognized accounting firm) annual (as soon as reasonably possible after they become available but in no event before they are sent to the Board) financial statements, in each case, prepared in accordance with GAAP as in effect from time to time, which statements shall include the consolidated balance sheets of the Company and its Subsidiaries and the related consolidated statements of income, shareholders’ equity and cash flows and (ii) subject to reasonable restrictions imposed by the Company to comply with antitrust, export control and other Laws and to avoid disclosure to competitors, suppliers and vendors, the Company shall: (i) provide shall permit the Purchasers (which shall be represented Approved Holders or any authorized representatives designated by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right Approved Holders reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Approved Holders may reasonably request; notwithstanding anything . Any investigation pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) 2.2 shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available be conducted during normal business hours and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except such manner as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed not to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation interfere unreasonably with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs conduct of the Company and the other Group Companies;its Subsidiaries. (iiib) to For as long as the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and Majority Approved Holders have the right to consult with designate at least one (1) Holder Designee, subject to Section 5.4, the Company and shall provide to the other Group Companies with respect Approved Holders all written information that is provided to the Board at substantially the same time at which such transactions; and (iv) provide information is first delivered or otherwise made available in writing to the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesBoard; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is the extent it could reasonably be expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing result in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to considerloss of privilege or a violation of antitrust, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer export control or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanyLaws. (c) Notwithstanding anything Nothing herein shall require the Company or any of its Subsidiaries to disclose any information to the contrary in this Agreementextent (i) prohibited by applicable Law, (ii) that the Company reasonably believes such information to be competitively sensitive or proprietary information or (iii) that such disclosure would reasonably be expected to cause a violation of any agreement to which the Company or any of its Subsidiaries is a party or would cause a risk of loss of privilege to the Company or any of its Subsidiaries (provided that the Company shall be use reasonable best efforts to make appropriate substitute arrangements under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to circumstances where the Companyrestrictions in clauses (i), and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential(ii) and/or (iii) apply). (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. From the date hereof until the Sunset Date, in order to facilitate (ai) For so long as the Minimum Shareholding Requirement is satisfiedStockholders' compliance with legal and regulatory requirements applicable to the Beneficial Ownership by the Stockholder Parties of Equity Interests of the Company and (ii) Stockholders' oversight of their investment in the Company, the Company shallagrees to provide each Stockholder and each of Crestview Partners IV (TE), L.P. and Crestview Partners IV Co-Investors, L.P. (the "Specified Funds") with the following: a. quarterly financial statements as soon as reasonably practicable after they become available but no later than the later of (i) provide forty-five days after the Purchasers end of each of the first three quarters of each fiscal year of the Company and (which ii) the applicable filing deadlines under SEC rules; provided that this requirement shall be represented deemed to have been satisfied if, on or prior to such date, the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC; b. audited (by a nationally recognized accounting firm) annual financial statements as soon as reasonably practicable after they become available but no later than the Investor Officer later of (i) ninety days after the end of each fiscal year of the Company and (ii) the applicable filing deadline under SEC rules; provided that this requirement shall be deemed to have been satisfied if, on or prior to such other representatives date, the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC; and c. reasonable access, to the extent reasonably requested by a Stockholder or a Specified Fund (as the Purchasers case may from time be), to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the books, their books and records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably requestbe requested; provided that any investigation pursuant to this Section 3.03(c) shall be conducted in a manner as not to interfere unreasonably with the conduct of the business of the Company and its Subsidiaries; 11 provided, that the Company shall not be obligated to provide such access or materials if the Company determines, in its reasonable judgment, that doing so would reasonably be expected to (i) result in the disclosure of trade secrets or competitively sensitive information to third parties, (ii) violate applicable Law or any contractual or other obligation of confidentiality owing to a third party, (iii) jeopardize the protection of an attorney-client privilege, attorney work product protection or other legal privilege (provided, however, that the Company shall use reasonable efforts to provide alternative, redacted or substitute documents or information in a manner that would not result in the loss of the ability to assert attorney-client privilege, attorney work product protection or other legal privileges), or (iv) expose the Company to risk of liability for disclosure of personal information; provided, further, that the parties hereto shall use their commercially reasonable efforts to disclose such information in a manner that would not violate the foregoing. In addition, notwithstanding anything to the contrary contained herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of neither the Company (including all nor any of the issued its Subsidiaries will be required to provide any information or material that relate to, contain or reflect any analyses, studies, notes, memoranda and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue other information related to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity connection with generally accepted accounting principles in any Transaction Document or the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished transactions contemplated by the Company Investment Agreement or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company matters relating thereto or any other Group Company is required by Law transactions with or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderStockholders. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as The Company shall deliver to the Minimum Shareholding Requirement is satisfied, Investors in form and detail satisfactory to the Company shallInvestors the following: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (Ba) as soon as available and available, but in any event within 90 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, any duplicate copies of (i) a consolidated unaudited balance sheets sheet of the Group Company and its Subsidiaries as at the end of such fiscal quarter, and (ii) the related consolidated unaudited statements statement of income and operations, shareholders’ equity, cash flows flow and changes in financial position of the Group Company and its Subsidiaries for such fiscal quarter and (in the case of the second and third quarters) for the period then endedportion of the fiscal year ending with such fiscal quarter, in each case setting forth in comparative form the figures for the corresponding periods in the previous fiscal year, prepared in conformity accordance with generally accepted accounting principles in the applicable jurisdiction US GAAP or IFRS applied on a consistent basis, except and certified by the Chief Financial Officer of the Company as otherwise noted therein; provided that such balance sheetsfairly presenting, statements in all material respects, the financial position of income the companies being reported on and their results of operations and cash flows shall be deemed to have been provided to in accordance with the Purchasers if they are filed with, or furnished applicable accounting principals then used by the Company or any other Group Company toCompany, subject only to normal year-end audit adjustments and the SEC pursuant to Section 13 or 15(d) absence of the Exchange Act or otherwisefootnotes; (Cb) as soon as available and available, but in any event within 120 90 days after the end of each fiscal year of the Company, any duplicate copies of (i) a consolidated audited balance sheet of the Group Company and its Subsidiaries as of at the end of such fiscal year, and any and (ii) the related consolidated audited statements of income operations, shareholders’ equity, cash flow and cash flows changes in financial position of the Group Company and its Subsidiaries for such fiscal year, setting forth in each case in comparative form the figures for the year then endedprevious fiscal year, prepared in conformity accordance with generally accepted the accounting principles in principals then used by the applicable jurisdiction, Company applied on a consistent basis, except audited by, and accompanied by a report and opinion thereon of, a “big four” international accounting firm, which opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with the applicable accounting principals applied on a consistent basis, that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, that such report and opinion are not subject to any “going concern” or like qualification or exception or any qualification or exception as otherwise noted thereinto the scope of such audit, and that such audit provides a reasonable basis for such opinion in the circumstances; and (Diii) to the extent Company’s annual budget and operating budget for the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(dcoming fiscal year; (c) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that but in any reportevent within five Business Days after the first day of each calendar month, schedule(i) a monthly report of cash receipts and cash disbursements for the calendar month most recently ended and (ii) a projected monthly report of cash receipts and cash disbursements for the then current calendar month, form, statement or other document (including exhibits) filed with, or furnished to, in each case substantially in the SEC form agreed to between the Company and publicly available as of such date shall be deemed to have been provided to the PurchasersInvestors; (d) as soon as available, but in any event within five Business Days after receipt thereof, copies of all management letters and reports submitted to the Company or any of its Subsidiaries by independent certified public accountants in connection with any annual, interim or special audit of the Company or any of its Subsidiaries made by such accountants; (e) as soon as available, but in any event within five days of receipt thereof, copies of any notice to the Company or any of its Subsidiaries from any governmental authority relating to any order, ruling, statute or other law that could reasonably be expected to have a Material Adverse Effect; (f) as soon as practicable and, in any event, within five Business Days after any officer of the Company obtains knowledge thereof, notice (with a description in reasonable detail, and stating the action that the Company is taking or proposes to take with respect thereto) of (i) the commencement of any litigation, investigation or other proceeding to which the Company or any of its Subsidiaries is a party before any court or arbitrator or any governmental body, agency or official or arbitration body, (ii) make appropriate officers any claim for indemnity against the Company or any of its Subsidiaries or (iii) the existence of any material default or breach under this Agreement or any other material contract or agreement to which the Company or any of its Subsidiaries is a party; and (g) as promptly as reasonably practicable, such other data and directors information relating to the business, operations, affairs, financial condition, assets or property of the Company, and the other Group Companies, available periodically and at such times Company or any of its Subsidiaries as from time to time may be reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderInvestors. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. Unless the Company has timely filed periodic reports with the Securities and Exchange Commission pursuant to the Exchange Act or any indenture or other agreement governing indebtedness of the Company, the Company shall provide to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (so long as it is a Qualified Stockholder), each of its Permitted Transferees (so long as such Permitted Transferee is a Qualified Stockholder) and each Schedule IV Purchaser, by electronic means or otherwise, (a) For so long as the Minimum Shareholding Requirement is satisfied, the Company shall: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other annual audited financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event statements within 90 days after of the end of the Company’s fiscal year, and (b) a statement of operations within 45 days of the end of each of the Company’s first three (3) quarters of fiscal quarters, each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity accordance with generally accepted accounting principles in principles. Without limiting the applicable jurisdiction applied foregoing, from and after the date hereof, on a consistent basisreasonable prior written notice, except as otherwise noted therein; provided the Company shall make its directors, officers, key employees, lawyers, accountants, agents and other consultants of the Company reasonably available to such Stockholders to discuss the business, results of operations and other matters pertaining to the Company, it being understood and agreed that such balance sheets, statements of income and cash flows no Schedule IV Purchaser shall be deemed permitted to have been provided exercise the rights granted pursuant to this sentence more than two (2) times in any fiscal year. In addition, (i) the Company shall provide ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (so long as it is a Qualified Stockholder) and each of its Permitted Transferees (so long as such Permitted Transferee is a Qualified Stockholder) copies of all information delivered to the Purchasers if they are filed withCompany’s stockholders or senior lenders and such other financial information that is distributed to the members of the Board; and (ii) ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (so long as it is a Qualified Stockholder), or furnished by each of its Permitted Transferees (so long as such Permitted Transferee is a Qualified Stockholder) and their respective representatives will have the right, upon reasonable prior written notice to the Company and only at times during normal business hours and which would not cause undue disruption to the Company’s business or any other Group Company tooperations, to visit and inspect the SEC pursuant to Section 13 or 15(d) of Company’s properties and examine the Exchange Act or otherwise; (C) as soon as available corporate and in any event within 120 days after the end of each fiscal year financial records of the Company; provided, such Stockholder may not exercise the right set forth in clause (ii) more than two (2) times in any consolidated audited balance sheet of the Group as of the end of fiscal year. Any and all information provided to any such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or Stockholder pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date this Article VI shall be deemed to have been provided subject to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) agreements with respect to matters relating to the business and affairs of the Company and the other Group Companies; Confidential Information (iiias hereinafter defined) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2Article VII.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfiedApplicable Period and without limiting any of the rights and obligations of the parties pursuant to Section 4.01, the Company shall: (i) provide will deliver to Parent as soon as practicable such financial and other information and data with respect to the Purchasers (which shall be represented by the Investor Officer or such other representatives Lithium Group and its business, properties, financial positions, results of operations and prospects as the Purchasers may from time to time designate, provided that may be reasonably requested by Parent. Without limiting the Purchasers shall notify the Company in advance of their choice of such representatives) withforegoing: (Aa) the right to visit Company shall, and inspect any shall cause each member of the offices and properties of Lithium Group that files information with the Company and the other Group Companies and inspect the booksSEC to, recordsdeliver to Parent (i) substantially final drafts, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as the same are prepared, of (x) all reports, notices and proxy and information statements to be sent or made available by such Lithium Group member to its respective security holders, (y) all regular, periodic and in any event within 90 days after the end of each other reports to be filed or furnished under Sections 13, 14 and 15 of the first three Exchange Act (3including reports on Forms 10-K, 10-Q and 8-K and annual reports to shareholders), and (z) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group all registration statements and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall prospectuses to be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other member of the Lithium Group Company towith the SEC or any securities exchange pursuant to the listed company manual (or similar requirements) of such exchange (collectively, the SEC pursuant documents identified in clauses (x), (y) and (z) are referred to Section 13 or 15(d) of the Exchange Act or otherwise; in this Agreement as “Company Public Documents”); and (Cii) as soon as available and practicable, but in any no event within 120 days after later than ten (10) Business Days (other than with respect to Form 8-Ks) prior to the end of each fiscal year earliest of the Companydates the same are printed, any consolidated audited balance sheet sent or filed, current drafts of the Group as of the end of all such yearCompany Public Documents and, and any consolidated audited statements of income and cash flows of the Group for the year then endedwith respect to Form 8-Ks, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivespracticable; provided, however, that (A) the Company shall not may continue to revise such Company Public Documents prior to the filing thereof in order to make corrections and non-substantive changes which corrections and changes will be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval delivered by the Board Company to Parent as soon as practicable; provided, further, that Parent and the Company financial representatives will actively consult with each other regarding any changes (whether or not substantive) which the Company may consider making to any of its Company Public Documents and related disclosures prior to its consummationany anticipated filing with the SEC, (B) with particular focus on any changes which would have an effect upon the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder.Parent Financial Statements or related disclosures; and (b) The the Company further agrees shall, as promptly as practicable and in accordance with the Financial Reporting Timeline, deliver to consider, Parent copies of all annual budgets and financial projections (consistent in good faith, terms of format and detail mutually agreed upon by the recommendations parties) relating to the Company on a consolidated basis and will provide Parent an opportunity to meet with management of the Purchasers (which shall be represented by the Investor Officer or Company to discuss such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companybudgets and projections. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) 13.1 For so long as the Minimum Shareholding Requirement this Joint Venture Agreement is satisfiedin effect, the Company shall:Shareholders will exercise their rights as Shareholders so as to ensure that MAT will deliver to each of the Shareholders: Table of Contents (ia) provide on or before 1 December in each year a detailed draft operating budget for the Purchasers JV Group (which shall be represented by including estimated major items of revenue and capital expenditure) for the Investor Officer or such other representatives as following financial year, broken down on a monthly basis, and an accompanying cash-flow forecast together with a balance sheet showing the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any projected position of the offices and properties JV Group Companies as at the end of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Lawsfollowing calendar year; (Bb) within three (3) weeks after the end of each calendar month, unaudited management accounts, such accounts to include a detailed profit and loss account, balance sheet and cash-flow statement, an analysis of sales and other revenue, with revenue and capital budgets for the corresponding month, and (if so required by the Board) a statement of the source and application of funds for such month; (c) as soon as available and available, but in any event within 90 not later than sixty (60) days after the end of each of the first three (3) fiscal quarters (or when furnished to the Board, if earlier) the unaudited consolidated balance sheet of the JV Group Companies as at the end of each fiscal year of such period and the Company, any related unaudited consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income operations and cash flows of the JV Group Companies for such quarterly period and for the elapsed period then endedin such fiscal year, all in reasonable detail and stating in comparative form the figures as at the end of and for the comparable periods of the preceding fiscal year. All such financial statements shall be complete and correct in all material respects and prepared in conformity accordance with generally accepted accounting principles in Hong Kong Accounting Standards applied consistently throughout the applicable jurisdiction applied on a consistent basis, periods reflected therein except as otherwise noted stated therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (Cd) as soon as available and available, but in any event within 120 ninety (90) days after the end of each fiscal year of MAT (or when furnished to the CompanyBoard, any if earlier) a copy of the consolidated audited balance sheet of the JV Group Companies as of at the end of such year, each fiscal year and any the related consolidated audited statements of income operations, shareholders equity and cash flows of the JV Group Companies for each financial year, all in reasonable detail and stating in comparative form the figures as at the end of and for the previous fiscal year then endedaccompanied by an opinion of an Approved Accounting Firm or such other accounting firm of recognised international standing selected by MAT, prepared which opinion shall state that such audit was conducted in conformity accordance with generally accepted auditing standards and which opinion shall not be subject to any qualifications resulting from a limit on the scope of the examination of the financial statement or the underlying data or a departure from generally accepted accounting principles principles. All such financial statements shall be complete and correct in all material respects and prepared in reasonable detail and in accordance with Hong Kong Accounting Standards applied consistently throughout the applicable jurisdiction, applied on a consistent basis, period reflected therein except as otherwise noted stated therein; and (De) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs additional information regarding results of the Company and business, affairs, operations, assets, financial condition or prospects of the other JV Group Companies;, including annual budgets, cash flow analyses, projections and minutes of any meetings of the Board, as any Shareholder may reasonably request in writing and all reasonable costs properly incurred by MAT in providing such additional information shall be borne by such Shareholder. (iii) 13.2 Upon reasonable notice, will permit any Shareholder to inspect and examine, during normal business hours, any of the extent consistent with applicable Law (assets or properties, books or accounts, records and with respect reports of the JV Group Companies and to events which require public disclosurediscuss the affairs, only following finances and accounts of the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other JV Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions directors, executive officers, agents, accountants and attorneys of the Company on a timely basis for the Purchasers JV Group Companies up to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that two (A2) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval times in every calendar year. All reasonable costs properly incurred by the Board prior to JV Group Companies in Table of Contents the exercise by any Shareholder of its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which rights hereunder shall be represented borne by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanyShareholder. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as any Shareholder and its Permitted Transferees hold in the Minimum Shareholding Requirement is satisfiedaggregate at least 3% of the Shares on an as-converted, fully diluted basis, the Company shallshall provide to such Shareholder: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any audited consolidated financial statements of the offices and properties of Group for the Company previous Fiscal Year, audited by a “Big Four” accounting firm (or another accounting firm acceptable to Baidu and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class Majority Series A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basisPreferred Shareholders), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three Fiscal Year; (3ii) quarters of each fiscal year of the Company, any unaudited consolidated unaudited balance sheets of the Group and consolidated unaudited financial statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event previous fiscal quarter within 120 45 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) a detailed draft Budget for the following Fiscal Year at least 45 days before the end of each Fiscal Year; (iv) a detailed draft Business Plan for the following Fiscal Year at least 45 days before the end of each Fiscal Year; (v) copies of all documents or other information sent to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactionsShareholders; and (ivvi) provide the Purchasers with sufficient copies of other documents and information relating to material transactions of the Company on a timely basis for the Purchasers to analyze as such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is Shareholder may reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderrequest. (b) The All financial statements delivered by the Company further agrees pursuant to consider, in good faith, the recommendations of the Purchasers (which Section 7.2(a)(i) and Section 7.3(a)(ii) shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company prepared in advance of their choice of such representatives) in connection accordance with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the CompanyUS GAAP. (c) In addition to the other information rights that TPG, the Strategic Investor and their respective Permitted Transferees may have under this Agreement, at the Company’s cost and expense and upon written request from TPG, the Strategic Investor, or their respective Permitted Transferees, the Company shall provide TPG, the Strategic Investor and their respective Permitted Transferees with such information, data and analysis as such Shareholder may reasonably require in order to enable such Shareholder to satisfy its internal and external social impact monitoring, analysis and reporting requirements, which shall be provided as soon as practicable. Notwithstanding anything to the contrary contained in this Agreement, TPG, the Company Strategic Investor and their respective Permitted Transferees shall be under no obligation under maintain the information rights set forth in this Section 4.3 to provide 7.2(c) for so long as such Shareholder holds any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidentialShares. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfied, The following information shall be provided by the Company to the Investors, subject to any restrictions under applicable Law (including if applicable under the Securities and Exchange Board of India (Prohibition of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇) Regulations, 2015): 6.1 The Company shall maintain true books and records of accounts in which full and correct entries shall be made of all its business transactions pursuant to a system of accounting established and administered in accordance with GAAP, and shall set aside on its books all such proper accruals and reserves as shall be required under GAAP. The Company shall, provide, and the Promoters shall fully and timely co-operate in providing, to the Investors and to any director on the Board of the Company, such information as they may request, from time to time, including without limitation, with respect to the Company: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (Ba) as soon as available and available, but in any event within 90 120 (one hundred and twenty) days after the end of each Financial Year, a copy of the first three (3) quarters audited consolidated and stand-alone balance sheets of each fiscal year the Company as at the end of such Financial Year and the related consolidated and stand-alone statements of income, statements of changes in shareholders’ equity and statements of cash flows of the Company for such Financial Year, all in reasonable detail and stating in comparative form the figures as at the end of the relevant Financial Year and for the previous Financial Year accompanied by an opinion of the external auditor of the Company, which opinion shall state that such auditor’s audit was conducted in accordance with GAAP and that it is not subject to any qualification resulting from a limit on the scope of the examination of the financial statements or the underlying data or which could be eliminated by changes in the financial statements or the notes thereto or by the creation of or increase in a reserve or a decreased carrying value of assets; all such financial statements shall be complete and correct in all material respects and shall be prepared in conformity with GAAP and applied on a consistent basis throughout the periods reflected therein except as stated therein; (b) as soon as available, but in any event within 60 (sixty) days after September 30 in each Financial Year of the Company, a copy of the audited consolidated unaudited and stand- alone balance sheets of the Group Company as at the end of such period of the Financial Year and the related consolidated unaudited and stand-alone statements of income income, statements of changes in shareholders’ equity and statements of cash flows of the Group Company for such period, all in reasonable detail and stating in comparative form the figures as at the end of the relevant period and for the period then endedprevious Financial Year accompanied by an opinion of the external auditor of the Company, which opinion shall state that such auditor’s audit was conducted in accordance with GAAP and that it is not subject to any qualification resulting from a limit on the scope of the examination of the financial statements or the underlying data or which could be eliminated by changes in the financial statements or the notes thereto or by the creation of or increase in a reserve or a decreased carrying value of assets; all such financial statements shall be complete and correct in all material respects and shall be prepared in conformity with generally accepted accounting principles in the applicable jurisdiction GAAP and applied on a consistent basis, basis throughout the periods reflected therein except as otherwise noted stated therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (Cc) as soon as available and available, but in any event within 120 not later than 30 (thirty) days after the end of each fiscal year quarter of a Financial Year of the Company, any consolidated audited balance sheet the quarterly MIS statement/management review stating the revenue of the Group as Company for the concerned quarter, the unaudited balance sheet, profit and loss account and cash flow statements of the Company for such quarter detailing key financials of the Company and a statement of the key operational performance indicators and statistics at the end of such yearquarter, and any consolidated audited statements of income and cash flows of in a form reasonably satisfactory to the Group for Investors. The Investors shall also have the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied right to require this information on a consistent basis, except as otherwise noted therein; andmonthly basis and the Company shall be obligated to provide such information promptly; (Dd) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that but in any report, schedule, form, statement or other document event not later than 45 (including exhibitsforty five) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided days prior to the Purchasersend of each Financial Year of the Company, an annual budget for the next Financial Year including operating and capital budgets and such other information requested by the Investors. The annual budget and/or Business Plan shall also include product wise business plans, which shall together form the consolidated Business Plan for the Company; (iie) make appropriate officers minutes of meetings of the Board, its committees and directors of the shareholders of the Company within 7 (seven) days of the occurrence of such meetings; (f) promptly, copies of all documents and other information regularly provided to any other security holder of the Company, including any management or audit or investigative reports provided to any other security holder; (g) promptly, such additional information and explanation of any event or development at the Company which has a significant impact on the business, operations, profits, conditions (financial or otherwise), prospects, results of operations, properties, assets or liabilities of the Company; (h) other relevant material information including annual business plans, capital expenditure budgets and management reporting information not set forth above; and (i) details of any event of force majeure or any other event which could have or has resulted in a Material Adverse Effect. The Company shall periodically (at least once every quarter) schedule meetings between the representatives of the Investors and the management of the Company to discuss the information provided pursuant to this Clause 6.1. 6.2 Any other information requested by any of the Investors (acting reasonably) shall be provided promptly to such Investor by the Company or the Promoters. 6.3 The relevant Investors may, at any time, require that the information referred to in this Clause 6 be provided to their Representatives, their Permitted Transferees or any partners or investors of or in such Permitted Transferees, in place of or in addition to the relevant Investors. The Investors will be entitled to share information received from the Company with their Affiliates and Permitted Transferees and all partners and investors in such Permitted Transferees. The Investors may also share such information to the extent they are required to do so by any Government or Governmental Authority (Indian or any relevant foreign equivalent) or under any Law (Indian or any relevant foreign equivalent). 6.4 Upon the listing of the Equity Shares, the Company shall publish any unpublished price sensitive information prior to providing such information to the Investors. 6.5 Subject to Clause 11 (Confidentiality) and to the extent that it is not prohibited by applicable Law, the Company shall give full access to the Investor Group of each Investor and their respective authorised Representatives (including lawyers, accountants, auditors and other professional advisors) to visit and inspect (at such respective Investor Group's cost) all properties, assets, corporate, financial and other records, reports, books, Contracts and commitments of the Company, and the other Group Companiesto discuss and consult its respective business, available periodically actions plans, budgets and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation finances with the Purchasers (which directors and executive officers of the Company, upon the receipt of reasonable prior notice and during working hours on Business Days, without disruption to work. The Company shall procure the consent of any other Persons that may be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers required for this purpose. 6.6 The Company shall notify the Company in advance of their choice of such representatives) with respect to matters relating periodically report to the business and affairs Board, an update on the performance of the Business of the Company by the provision of all such data and information as may be required for this purpose. 6.7 The Company will confirm with TRG once each Financial Year, upon the other Group Companies;receipt of 7 (seven) (iiia) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company has no credit relationships with Citigroup, or if they do have a credit relationship with Citigroup, the nature of the relationship, the amount of credit extended and Citigroup entity extending the other Group Companies with respect to such transactionscredit; and (ivb) provide that the Purchasers Company and Citigroup do not market the other’s products/services to their respective customers. 6.8 The Company will confirm with sufficient information relating to material transactions NHPEA once each Financial Year, upon the receipt of 7 (a) that the Company has no credit relationships with NHPEA and/or its Permitted Transferees, or if they do have a credit relationship with NHPEA and/or its Permitted Transferees, the nature of the Company on a timely basis for relationship, the Purchasers to analyze such transactions amount of credit extended and assist the Company to achieve to its commercial objectivesentity extending the credit; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder.and (b) that the Company and NHPEA and/or its Permitted Transferees do not market the other’s products/services to their respective customers. 6.9 The Company further agrees will confirm with the Investors once each Financial Year, each Investor’s 6.10 The Company shall, at the end of every Financial Year, issue to considereach Investor a certification in the form annexed at Annex 4 of this Agreement. 6.11 Further, each Investor shall be entitled to receive information required by it, in good faith, the recommendations respect of the Purchasers Company, in relation to the following: (which shall be represented by a) risk assets, exposure to market risk, liquidity management, operations, internal controls; (b) legal and operational risk, and conformance to management policies; (c) reports on risk assets sufficient to permit an appraisal of credit quality and assessment of exposure to loss, and, for this purpose, full information on the Investor Officer or such other representatives as condition of material borrowers; (d) reports on operations and controls, including internal and external audits of branch(s) of the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance Company; and (e) activities and condition of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. 6.12 Such information shall include audits and other reports on financial performance, risk exposure and management of the Company, including: (ca) Notwithstanding anything policies, operations, and controls; and (b) all transactions with the Company by such Investor Group. 6.13 The Company shall make reports of condition at such times and in such form as the Investors may prescribe. The Investors may require that statements of condition or other reports be published or made available for public inspection. 6.14 The Company shall file such reports on its foreign operations as any Governmental Authority (Indian or any relevant foreign equivalent) or any Law (Indian or any relevant foreign equivalent) may require, including as to acquisition or disposition of shares. 6.15 The Company shall provide TRG, NHPEA, TPG and GIC with such information as each of them may reasonably request to determine whether the Company is a ‘controlled foreign corporation’ as defined in the US Internal Revenue Code ("CFC"). If it is determined that the Company is a CFC, the Company shall provide TRG, NHPEA, TPG, GIC, their respective Affiliates and Permitted Transferees and any other shareholders resident in the United States ("US Shareholders") with such information that is contained in the Company’s financial statements prepared in accordance with the Indian GAAP, as is required to timely comply with applicable US federal income tax reporting and any related requirements. It is however clarified that the Company is under no obligation to maintain and prepare financial information in accordance with US generally accepted accounting principles. 6.16 Upon receipt of a reasonable request from TRG, NHPEA, TPG or GIC, the Company shall use commercially reasonable best efforts to assist TRG, NHPEA, TPG and GIC in determining whether the Company is a ‘passive foreign investment company’ as defined in the US Internal Revenue Code ("PFIC"). If it is determined that the Company is a PFIC, the Company shall use commercially reasonable best efforts to obtain and provide TRG, NHPEA, TPG and GIC with such information as TRG, NHPEA, TPG and GIC may reasonably require in order to timely file and maintain a ‘qualified electing fund’ election in the US with respect to the contrary in Company, as the case may be. 6.17 Upon receipt of a reasonable request from TRG, NHPEA, Alpha TC, GIC or TPG the Company shall provide TRG, NHPEA, Alpha TC, GIC and TPG with an updated legal structure chart showing any change to the Company Group (change includes acquisitions, joint venture arrangements, refinancing of third party or internal debt, internal restructurings, disposals, dissolutions and liquidations). 6.18 Within 90 (ninety) days of the date of this Agreement, the Company shall be under no obligation under this Section 4.3 obtain and maintain the following insurance policies at the cost of the Company on and in relation to provide any Purchaser with any material non-public information with respect its Business, assets and personnel from reputable insurance companies acceptable to the CompanyInvestors and that maintains a minimum financial strength rating by A. M Best of "A-" or Standard & Poor’s, ▇▇▇▇▇’▇, Insurance Regulatory & Development Authority of India (IRDA) or other similar rating agency of "A": (a) a keyman insurance policy for the following personnel of the Company for the amounts indicated below: Chairman 10,000,000 166,667 Executive Vice Chairman (subject to availability) 3,000,000 50,000 CEO & MD 6,000,000 100,000 Chief Financial Officer 3,180,000 53,000 Chief Operating Officer (Business Head Retail)(subject to availability) 4,068,000 67,800 Chief Information Officer (IT Head)(subject to availability) 3,230,000 53,833 (b) a directors’ and any Purchaser to whom such non-public information, if any, has been provided officers’ liability insurance for the directors of the Company from an insurance company of repute in respect of the Directors for an amount which shall be determined by the Board; (c) comprehensive crime insurance providing coverage for loss due to, but not limited to, theft, counterfeit currency, fraud, extortion or loss of cash occurring inside and outside the Company’s premises, caused by third parties. The limits of this insurance shall be in an amount sufficient to fully cover all cash maintained at each of the Company’s branches and cash which is outside the Company’s premises. The Company shall keep such information confidential.will review these insurance limits from time to time to ensure full coverage of cash is maintained; (d) Notwithstanding anything commercial general liability insurance against claims for bodily injury, death and third party property damage occurring in conjunction with the Company’s operations and premises and contractual liability with limits of liability not less than Rs. 120,000,000 (one hundred and twenty million), being approximately the equivalent of US$2 million for any one accident or occurrence and in the aggregate; (e) fidelity insurance for cashiers and field executives for an amount of Rs. 500,000 (five hundred thousand) per cashier and Rs. 300,000 (three hundred thousand) per field executive; (f) the Company shall also require that all service providers that provide cash management services to the contrary hereinCompany and/or has possession of the Company’s cash, either at the service providers location or cash in transit shall maintain comprehensive crime/cash in transit coverage providing coverage for loss due to, but not limited to, theft, dishonesty or loss of cash. The limits of this Section 4.3 insurance shall be without prejudice and shall not limit the rights in an amount sufficient to fully cover of the Purchasers set forth elsewhere Company’s cash being handled by the service provider. The Company shall obtain from all services providers, prior to their being provided the Company’s cash, evidence that the insurance referred to in this Agreementparagraph is in full force and effect and that the premium has been paid; (g) such other insurance policies to protect its assets, properties and the Business for such amounts keeping with good commercial practices against all risks (including under Section 4.1 but not limited to property all risk and Section 4.2machinery breakdown insurance covering assets including content, fixtures and fittings for 100% (one hundred percent) of the current value of the assets as on the date of obtaining such policies, against loss or damage against loss or damage from fire, explosion, earthquake, water apparatus, flood, windstorm, terrorism, damage, injury, fraud, theft and third party loss and such other perils considered necessary or practical and business interruption insurance adequate to cover any occurrence of property damage for 12 (twelve) months) as are generally insured against by responsible companies in the same industry as the Company and such other risks as may be reasonably required by the Investors from time to time. 6.19 Member banks, edge and agreement corporations, and bank holding companies shall report, in a manner p

Information Rights. As long as the Investor and its Affiliates Beneficially Own in the aggregate at least 10% of the outstanding Common Stock and the Investor is bound by an agreement with the Company containing customary terms regarding the non-disclosure and non-use of the Company s confidential information, (a) For so long as the Minimum Shareholding Requirement is satisfied, the Company shall: will deliver to the Investor: (i) provide the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 thirty (30) days after the end of each month of each fiscal year of the Company, a consolidated balance sheet of the Companies as of the end of such period, a consolidated statement of income and cash flows of the Companies for the period then ended and operating results on a management basis for the Companies for such period, each prepared in conformity with GAAP, applied on a consistent basis, except as otherwise noted therein; (ii) as soon as available and in any event within forty- five (45) days after the end of each of the first three (3) quarters of each fiscal year of the Company, any a consolidated unaudited balance sheets sheet of the Group Companies as of the end of such period and a consolidated unaudited statements statement of income and cash flows of the Group Companies for the period then ended, ended prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdictionGAAP, applied on a consistent basis, except as otherwise noted therein; and (Diii) as soon as available and in any event within ninety (90) days after the end of each fiscal year of the Company, a consolidated balance sheet of the Companies as of the end of such year and consolidated statements of income and cash flows of the Companies for the year then ended prepared in conformity with GAAP, applied on a consistent basis, except as otherwise noted therein, together with an auditor s report thereon from a firm of established national reputation; (iv) to the extent any of the Company or any other Group Company Companies is required by Law law or pursuant to the terms of any outstanding Financial Indebtedness indebtedness of any of the Company or such Group Company Companies to prepare such reports, any annual reports, quarterly reports and other periodic reports, reports pursuant to Section 13 or 15(d) of the Exchange Act Securities Act, or otherwiseany similar securities laws of any other country or jurisdiction, actually prepared by the such Company or promptly upon their becoming available; and (v) with reasonable promptness, such Group Company other data and information as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall from time to time may be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers Investor (which shall be represented by the Investor Officer including monthly management or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business flash reports); and affairs of the Company and the other Group Companies; (iiib) to the extent consistent with permitted by applicable Law (and with respect to events which require public disclosureLaw, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might Class B Directors shall be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required permitted to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in Investor any information regarding the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderCompanies. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Following the Closing Date and so long as the Minimum Shareholding Requirement is satisfiedStockholder continues to beneficially own a number of shares of Preferred Stock representing at least 5% of the outstanding shares of Common Stock (on an as-converted basis), the Company shallagrees to provide each Stockholder and its Permitted Transferees with the following: (i) provide within 90 days after the Purchasers (which shall be represented by end of each fiscal year of the Investor Officer or such other representatives as the Purchasers may from time to time designateCompany, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) an audited, consolidated balance sheet of the right Company and its Subsidiaries as of the end of such fiscal year, (B) an audited, consolidated income statement of the Company and its Subsidiaries for such fiscal year and (C) an audited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal year; provided that this requirement shall be deemed to visit have been satisfied if on or prior to such date the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC; (ii) within 45 days after the end of each of the first three quarters of each fiscal year of the Company, (A) an unaudited, consolidated balance sheet of the Company and inspect any its Subsidiaries as of the end of such fiscal quarter, (B) an unaudited, consolidated income statement of the Company and its Subsidiaries for such fiscal quarter and (C) an unaudited, consolidated statement of cash flows of the Company and its Subsidiaries for such fiscal quarter; provided that this requirement shall be deemed to have been satisfied if on or prior to such date the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC; and (iii) reasonable access, to the extent reasonably requested by a Stockholder, to the offices and the properties of the Company and the other Group Companies its Subsidiaries, including its and inspect the books, their books and records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Stockholder may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date investigation pursuant to this Section 6.15 shall be deemed conducted in a manner as not to have been provided to interfere unreasonably with the Purchasers; (ii) make appropriate officers and directors conduct of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companiesits Subsidiaries; (b) Notwithstanding anything to contrary in the foregoing, the Company shall not be obligated to provide such access or materials if the Company determines, in its reasonable judgment, that doing so would reasonably be expected to (i) result in the disclosure of trade secrets or competitively sensitive information to third parties, (ii) violate applicable law, an applicable order or a contract or obligation of confidentiality owing to a third party, (iii) to jeopardize the extent consistent with applicable Law protection of an attorney-client privilege, attorney work product protection or other legal privilege (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required use reasonable efforts to provide alternative, redacted or substitute documents or information with respect in a manner that would not result in the loss of the ability to a transaction unless such transaction is reasonably expected assert attorney-client privilege, attorney work product protection or other legal privileges), or (iv) expose the Company to require approval by the Board prior to its consummation, (B) risk of liability for disclosure of personal information; provided that the Company shall only be required use reasonable best efforts to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep disclose such information confidentialin a manner that would not violate the foregoing. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For Subject to Sections 3.1(b) and 3.1(e) but notwithstanding anything else in this Agreement, in order to confirm certain management rights with respect to the investment by the Holder in the Company so that such investment may qualify as a “venture capital investment,” as described in the Plan Asset Regulation, the Company shall, from and after the Effective Date for so long as the Minimum Shareholding Requirement is satisfied, Holder and its Affiliates collectively Beneficially Own Common Stock constituting at least five percent (5%) of the Company shallFully-Diluted Share Amount: (i) provide the Purchasers (which shall be represented by the Investor Officer Holder or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies its subsidiaries and inspect the books, records, accounts books of account and other financial information data of the Company and the other Group Companiesits subsidiaries, in each case at such times as the Holder shall reasonably request and upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably requestadvance notice; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws;and (B) as soon as available and in any event within 90 45 days after the end of each of the first three (3) quarters quarter of each fiscal year of the CompanyCompany (or 120 days for fiscal year end), any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for Company and its subsidiaries as of the end of such period or year then ended, as applicable, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basisprinciples, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed with respect to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year end statements together with an auditor’s report thereon of the Company, any consolidated audited balance sheet a firm of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted thereinestablished national reputation; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) use reasonable efforts to make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, Holder for consultation with the Purchasers (which shall be represented by the Investor Officer Holder or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) its designated representative with respect to matters relating to the business and affairs of the Company and the other Group Companies;its subsidiaries; and (iii) to the extent consistent with applicable Law law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law law filings or otherwise), provide other information that might be requested by use reasonable efforts to inform the Purchasers from time to time and information Holder or its designated representative in advance with respect to any significant corporate transactions actions and to provide the Holder or its designated representative with the right to consult with the Company and the other Group Companies with respect to such transactions; and actions (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing it being understood that the ultimate and sole discretion with respect to all such matters shall be retained by the Company) (b) Notwithstanding the foregoing, the Holder shall not have access to any books, records, documents and other information (i) to the extent that books, records, documents or other information is subject to the terms of a confidentiality agreement with a third party (provided that the Company shall use reasonable efforts to obtain waivers under such agreements or implement requisite procedures to enable reasonable access without violating such agreement), (ii) to the extent that the disclosure thereof may result in the loss of attorney-client privilege or (iii) to the extent required by applicable Law (provided that the Company shall use reasonable efforts to enable the provision of reasonable access without violating such Law). (c) Notwithstanding anything to In the contrary event the Holder transfers all or any portion of its investment in this Agreement, the Company to an affiliated entity (or to a direct or indirect wholly-owned conduit subsidiary of any such affiliated entity) that is intended to qualify as a “venture capital operating company” as defined in the Plan Asset Regulation, such affiliated entity shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information afforded the same rights with respect to the CompanyCompany afforded to the Holder hereunder and shall be treated, and any Purchaser to whom for such non-public informationpurposes, if any, has been provided by the Company shall keep such information confidentialas a third party beneficiary hereunder. (d) Notwithstanding anything The Holder covenants and agrees that all information provided by the Company to the contrary hereinHolder or its affiliates, directors, officers, employees, and legal counsel (collectively, “Agents”) pursuant to this Section 4.3 3.1, whether in oral, written, electronic or other form, shall not be used in any way directly or indirectly detrimental to the Company, or for any other purpose, and will be kept confidential by the Holder and its Agents and will not be disclosed by the Holder and its Agents to any other Person; provided, however, that any of such information may be disclosed to the Holder’s Agents who are informed by the Holder of the confidential nature of such information and agree to keep such information confidential and to be bound by this Section 3.1(e) to the same extent as if they were parties hereto. The Holder agrees that it will be responsible for any breach of this Section 3.1(e) by its Agents, and that the Company shall be without prejudice entitled to directly enforce such agreements (it being understood that such responsibility shall be in addition to and not by way of limitation of any right or remedy the Company may have against such Holder’s Agents with respect to such breach). The confidentiality agreement set forth in this paragraph shall not apply to information which: (i) is or becomes generally available to the public other than as a result of a violation of this Section; (ii) prior to any disclosure to the Holder or any of its Agents by the Company or its representatives, is already in the Holder’s possession on a non-confidential basis from a source other than the Company or its representatives, provided that, to the Holder’s knowledge, such source is not bound by a confidentiality agreement with the Company or any of its Affiliates or representatives or otherwise prohibited from transmitting the information to the Holder by a contractual, legal or fiduciary obligation to the C-18 Company or any of its Affiliates or representatives; or (iii) becomes available to the Holder on a non-confidential basis from a source other than the Company or its representatives, provided that, to the Holder’s knowledge, such source is not bound by a confidentiality agreement with the Company or any of its Affiliates or representatives or otherwise prohibited from transmitting the information to the Holder by a contractual, legal or fiduciary obligation to the Company or any of its Affiliates or representatives. In the event that the Holder or one of its Agents is requested by a governmental or regulatory authority, or required by law, judicial or regulatory process, to disclose any such information, the party required to disclose information shall give prompt written notice thereof to the Company (to the extent legally permitted) and will reasonably cooperate with the Company’s efforts and at the party’s expense to obtain an appropriate remedy to prevent or limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.such disclosure

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfiedApplicable Period and without limiting any of the rights and obligations of the parties pursuant to ‎Section 4.01, the Company shall: (i) provide will deliver to Parent as soon as practicable such financial and other information and data with respect to the Purchasers (which shall be represented by the Investor Officer or such other representatives Lithium Group and its business, properties, financial positions, results of operations and prospects as the Purchasers may from time to time designate, provided that may be reasonably requested by Parent. Without limiting the Purchasers shall notify the Company in advance of their choice of such representatives) withforegoing: (Aa) the right to visit Company shall, and inspect any shall cause each member of the offices and properties of Lithium Group that files information with the Company and the other Group Companies and inspect the booksSEC to, recordsdeliver to Parent (i) substantially final drafts, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as the same are prepared, of (x) all reports, notices and proxy and information statements to be sent or made available by such Lithium Group member to its respective security holders, (y) all regular, periodic and in any event within 90 days after the end of each other reports to be filed or furnished under Sections 13, 14 and 15 of the first three Exchange Act (3including reports on Forms 10-K, 10-Q and 8-K and annual reports to shareholders), and (z) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group all registration statements and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall prospectuses to be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other member of the Lithium Group Company towith the SEC or any securities exchange pursuant to the listed company manual (or similar requirements) of such exchange (collectively, the SEC pursuant documents identified in clauses (x), (y) and (z) are referred to Section 13 or 15(d) of the Exchange Act or otherwise; in this Agreement as “Company Public Documents”); and (Cii) as soon as available and practicable, but in any no event within 120 days after later than ten (10) Business Days (other than with respect to Form 8-Ks) prior to the end of each fiscal year earliest of the Companydates the same are printed, any consolidated audited balance sheet sent or filed, current drafts of the Group as of the end of all such yearCompany Public Documents and, and any consolidated audited statements of income and cash flows of the Group for the year then endedwith respect to Form 8-Ks, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivespracticable; provided, however, that (A) the Company shall not may continue to revise such Company Public Documents prior to the filing thereof in order to make corrections and non-substantive changes which corrections and changes will be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval delivered by the Board Company to Parent as soon as practicable; provided, further, that Parent and the Company financial representatives will actively consult with each other regarding any changes (whether or not substantive) which the Company may consider making to any of its Company Public Documents and related disclosures prior to its consummationany anticipated filing with the SEC, (B) with particular focus on any changes which would have an effect upon the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder.Parent Financial Statements or related disclosures; and (b) The the Company further agrees shall, as promptly as practicable and in accordance with the Financial Reporting Timeline, deliver to consider, Parent copies of all annual budgets and financial projections (consistent in good faith, terms of format and detail mutually agreed upon by the recommendations parties) relating to the Company on a consolidated basis and will provide Parent an opportunity to meet with management of the Purchasers (which shall be represented by the Investor Officer or Company to discuss such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companybudgets and projections. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (a) For so long as the Minimum Shareholding Requirement is satisfiedMajority Approved Holders have the right to designate a director for nomination pursuant to Section 1.1(b), and subject to the terms and conditions of Section 5.4, the Company shallshall provide the Approved Holders with: (i) provide quarterly financial statements as soon as reasonably practicable after they become available but no later than forty-five (45) days after the Purchasers (which end of each of the first three quarters of each fiscal year of the Company; provided that this requirement shall be represented deemed to have been satisfied if, on or prior to such date, the Company files its quarterly report on Form 10-Q for the applicable fiscal quarter with the SEC; and (ii) audited (by a nationally recognized accounting firm) annual financial statements as soon as reasonably practicable after they become available but no later than ninety (90) days after the Investor Officer end of each fiscal year of the Company; provided that this requirement shall be deemed to have been satisfied if, on or prior to such other representatives date, the Company files its annual report on Form 10-K for the applicable fiscal year with the SEC, in each case, prepared in accordance with GAAP as the Purchasers may in effect from time to time designatetime, provided that which such financial statements shall include the Purchasers shall notify consolidated balance sheets of the Company and its Subsidiaries and the related consolidated statements of operations, income, changes in advance of their choice of such representativesshareholders’ equity and cash flows. Subject to reasonable restrictions imposed by the Company to comply with antitrust, export control and other Applicable Laws, the Company shall permit the Approved Holders or any authorized representatives designated by the Approved Holders (other than any Permitted Initial Stockholder LP or authorized representative thereof) with: (A) the right reasonable access to visit and inspect any of the offices and properties of the Company or any of its Subsidiaries, including its and the their books of accounting and other Group Companies and inspect the books, records, and to discuss its and their affairs, finances and accounts with its and other financial information of the Company and the other Group Companiestheir officers, in each case all upon reasonable notice and at such reasonable times and as often as the Purchasers Approved Holders may reasonably request; notwithstanding anything . Any investigation pursuant to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A2.2 shall be conducted during normal business hours and in such manner as not to interfere unreasonably with the conduct of the Company and its Subsidiaries. (b) shall continue to apply For so long as the Purchasers hold such amount Majority Approved Holders have the right to designate a director for nomination pursuant to Section 1.1(b), subject to the terms and conditions of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of Section 5.4, the Company (including shall provide to the Approved Holders copies of all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided material written information that such balance sheets, statements of income and cash flows shall be deemed to have been is provided to the Purchasers if they are filed with, Board at substantially the same time at which such information is first delivered or furnished by the Company or any other Group Company to, the SEC pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; (C) as soon as otherwise made available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) writing to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectivesBoard; provided, however, that (A) the Company shall not be required to provide any such information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in extent the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (bterms and conditions of Section 2.1(c) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Companyapply. (c) Notwithstanding anything to the contrary in this Agreement, neither the Company nor any of its Subsidiaries shall have any obligation to disclose any information, other than the financial statements required by Section 2.1(a), to the extent that (i) such disclosure is prohibited by Applicable Law, or (ii) such disclosure would reasonably be expected to cause a violation of any agreement to which the Company or any of its Subsidiaries is a party or would cause a risk of loss of privilege to the Company or any of its Subsidiaries (provided that the Company shall be use reasonable best efforts to make appropriate substitute arrangements under no obligation under circumstances where the restrictions in any of the foregoing clauses (i) – (ii) of this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential2.1(c) apply). (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. (ai) For so long as (x) the Minimum Shareholding Requirement Preferred Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (y) the Common Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, at any time that the Corporation is satisfiednot required to file periodic reports with the SEC, the Company shall: (i) provide the Purchasers (which Corporation shall be represented by the deliver to each Preferred Investor Officer or such other representatives and/or Common Investor, as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) withapplicable: (A) as soon as practicable, but in any event within ninety days after the right to visit and inspect any end of each fiscal year of the offices and properties Corporation, for each of the Company Corporation and the other Group Companies each of its Subsidiaries, an income statement for such fiscal year, a balance sheet, and inspect the books, records, accounts and other financial information statement of stockholder’s equity as of the Company end of such fiscal year, and a statement of cash flows for such fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited and certified by a nationally recognized accounting firm selected by the other Group Companies, in each case upon reasonable notice Corporation and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything acceptable to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable LawsMajority Common Investors; (B) as soon as available and practicable, but in any event within 90 thirty days after the end of each of the first three (3) quarters of each fiscal year of the CompanyCorporation, any consolidated for the Corporation and each of its Subsidiaries, an unaudited income statement for such quarter, statement of cash flows for such quarter and an unaudited balance sheets sheet as of the Group end of such quarter; (C) as promptly as practicable but in any event within thirty days of the end of each month, an unaudited income statement and consolidated unaudited statement of cash flows for such month, and a balance sheet for and as of the end of such month, in reasonable detail; (D) with respect to the financial statements called for in subsections (B) and (C) of this Section 7(d)(i), an instrument executed by the Chief Financial Officer or Chief Executive Officer of the Corporation and certifying that such financial statements were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present in all material respects the financial condition of the Corporation and its Subsidiaries and its results of operation for the period specified, subject to year-end audit adjustment; (E) notices of events that have had or could reasonably be expected to have a material and adverse effect on the Corporation and its Subsidiaries, taken as a whole, as soon as practicable following the occurrence of any such event; and (F) such other information relating to the financial condition, business, prospects or corporate affairs of the Corporation and its Subsidiaries as any Preferred Investor or Common Investor may from time to time reasonably request. (ii) Notwithstanding the foregoing, at all times, the Corporation shall use commercially reasonable efforts to deliver the financial statements listed Section 7(d)(i)(A), Section 7(d)(i)(B) and Section 7(d)(i)(C) promptly after such statements are internally available. (iii) For so long as (A) the Preferred Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (B) the Common Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, (a) the Corporation shall permit each Preferred Investor and/or Common Investor, as applicable, together with such Investor’s consultants and advisors, to visit and inspect the Corporation’s and its Subsidiaries’ properties, to examine their respective books of account and records and to discuss the Corporation’s and its Subsidiaries’ affairs, finances and accounts with their respective officers and employees, all at such reasonable times as may be requested by such Investor, and (b) the Corporation shall, with reasonable promptness, provide to each Preferred Investor and/or Common Investor, as applicable, such other information and financial data concerning the Corporation and its Subsidiaries as such Investor may reasonably request. (iv) For so long as (A) the Trailer Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (B) the Trailer Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, the Corporation shall pay the reasonable fees and expenses of any consultant or professional advisor that the Majority Trailer Investors may engage in connection with the Trailer Investors’ interests in the Corporation. (v) For so long as (A) the Preferred Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (B) the Common Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, the Corporation shall provide to each Preferred Investor and/or Common Investor, as applicable, not later than thirty days before the beginning of each fiscal year of the Corporation, but in any event, ten days prior to presenting such budget to the Board, an annual budget prepared on a monthly basis for the Corporation and its Subsidiaries for such fiscal year (displaying anticipated statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such and balance sheets), statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or promptly upon preparation thereof any other Group Company to, the SEC pursuant to Section 13 significant budgets or 15(d) of the Exchange Act or otherwise; (C) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(d) of the Exchange Act or otherwise, actually forecasts prepared by the Company or Corporation and any revisions of such Group Company as soon as available, provided that any report, schedule, form, statement annual or other document (including exhibits) filed with, budgets or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to a transaction unless such transaction is reasonably expected to require approval by the Board prior to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunderforecasts. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Notwithstanding anything to the contrary in this Agreement, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Company, and any Purchaser to whom such non-public information, if any, has been provided by the Company shall keep such information confidential. (d) Notwithstanding anything to the contrary herein, this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2.

Information Rights. At all times (aif any) For so long as prior to the Minimum Shareholding Requirement is satisfiedearlier to occur of (x) the date on which all shares of Common Stock issued on exercise of this Warrant have been sold, or (y) the expiration or earlier termination of this Warrant, when the Company shall: (i) provide the Purchasers (which shall not be represented by the Investor Officer or such other representatives as the Purchasers may from time required to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with: (A) the right to visit and inspect any of the offices and properties of the Company and the other Group Companies and inspect the books, records, accounts and other financial information of the Company and the other Group Companies, in each case upon reasonable notice and at such reasonable times and as often as the Purchasers may reasonably request; notwithstanding anything to the contrary herein, the parties hereto hereby agree and acknowledge that this Section 4.3(a)(i)(A) shall continue to apply so long as the Purchasers hold such amount of Class A Ordinary Shares (including such Class A Ordinary Shares held in the form of ADSs) that represents no less than ten percent (10%) of the total issued and outstanding shares of the Company (including all of the issued and outstanding ordinary shares and preferred shares of the Company on an as-converted basis), for the avoidance of doubt regardless of whether the Purchasers continue to satisfy the Minimum Shareholding Requirement, but solely for the Purchasers’ tax, accounting or audit purposes or for the Purchasers to otherwise comply with applicable Laws; (B) as soon as available and in any event within 90 days after the end of each of the first three (3) quarters of each fiscal year of the Company, any consolidated unaudited balance sheets of the Group and consolidated unaudited statements of income and cash flows of the Group for the period then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction applied on a consistent basis, except as otherwise noted therein; provided that such balance sheets, statements of income and cash flows shall be deemed to have been provided to the Purchasers if they are filed with, or furnished by the Company or any other Group Company to, the SEC file reports pursuant to Section 13 or 15(d) of the Exchange Act or otherwise; shall not have timely filed all such required reports, Warrantholder shall be entitled to the information rights contained in Section 7.1(b) – (Cf) as soon as available of the Loan Agreement, and in any such event within 120 days after the end of each fiscal year of the Company, any consolidated audited balance sheet of the Group as of the end of such year, and any consolidated audited statements of income and cash flows of the Group for the year then ended, prepared in conformity with generally accepted accounting principles in the applicable jurisdiction, applied on a consistent basis, except as otherwise noted therein; and Section 7.1(b) – (D) to the extent the Company or any other Group Company is required by Law or pursuant to the terms of any outstanding Financial Indebtedness of the Company or such Group Company to prepare such reports, any annual reports, quarterly reports and other periodic reports, pursuant to Section 13 or 15(df) of the Exchange Act or otherwiseLoan Agreement is hereby incorporated into this Agreement by this reference as though fully set forth herein, actually prepared by the Company or such Group Company as soon as available, provided that any report, schedule, form, statement or other document (including exhibits) filed with, or furnished to, the SEC and publicly available as of such date shall be deemed to have been provided to the Purchasers; (ii) make appropriate officers and directors of the Company, and the other Group Companies, available periodically and at such times as reasonably requested by the Purchasers, but not more frequently than once per calendar quarter, for consultation with the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) with respect to matters relating to the business and affairs of the Company and the other Group Companies; (iii) to the extent consistent with applicable Law (and with respect to events which require public disclosure, only following the Company’s public disclosure thereof through applicable securities Law filings or otherwise), provide other information that might be requested by the Purchasers from time to time and information in advance with respect to any significant corporate transactions and the right to consult with the Company and the other Group Companies with respect to such transactions; and (iv) provide the Purchasers with sufficient information relating to material transactions of the Company on a timely basis for the Purchasers to analyze such transactions and assist the Company to achieve to its commercial objectives; provided, however, that (A) the Company shall not be required to provide information with respect to deliver a transaction unless such transaction is reasonably expected to require approval Compliance Certificate once all Indebtedness (as defined in the Loan Agreement) owed by the Board prior Company to its consummation, (B) the Company shall only be required to provide information with respect to such transaction if members of the Board is reasonably expected to receive such information, and (C) the Company shall have no obligation to provide information pursuant to the foregoing in the event that the Purchasers inform the Company at any time that the Purchasers elect not to receive information hereunder. (b) The Company further agrees to consider, in good faith, the recommendations of the Purchasers (which shall be represented by the Investor Officer or such other representatives as the Purchasers may from time to time designate, provided that the Purchasers shall notify the Company in advance of their choice of such representatives) in connection with the matters on which they are consulted as described above, recognizing that the ultimate discretion with respect to all such matters shall be retained by the Company. (c) Warrantholder has been repaid. Notwithstanding anything to the contrary in this Agreementcontrary, the Company shall be under no obligation under this Section 4.3 to provide any Purchaser with any material non-public information with respect to the Companynot, and any Purchaser to whom such non-public information, if any, has been provided once all Indebtedness owed by the Company to Lender has been repaid, be required to deliver any information required by Section 7.1 of the Loan Agreement so long as the Company is subject to and in compliance with SEC reporting obligations under Section 13(a) or Section 15(d) of the Exchange Act, provided, however, that the Company shall keep such information confidential. promptly upon Warrantholder’s request supply documentation reasonably necessary to evaluate whether to exercise (din cash or a net issuance basis) Notwithstanding anything this Warrant, including without limitation, (i) any merger/purchase/asset sale agreement and related documents and estimated payout allocations to each of the respective shareholders, warrant and option holders in connection with a Merger Event, (ii) the most recent capitalization tables, 409A valuations (if any), and board determination of share value (including any waterfall or per share allocations provided to the contrary hereinshare/unitholders), this Section 4.3 shall be without prejudice and shall not limit the rights of the Purchasers set forth elsewhere in this Agreement, including under Section 4.1 and Section 4.2(iii) most recent Charter.