Common use of Look-through Principles Clause in Contracts

Look-through Principles. Subject to the terms of this Section 11.6, the Parties acknowledge and agree in calculating, determining, performing and enforcing any right, entitlement and obligation of a holder of the Company’s Equity Securities under the Transaction Agreements, unless otherwise provided in the Transaction Agreements, each Warrant Holder (a) shall be treated as if it has fully exercised its Warrant(s) in accordance with the terms and conditions in its Warrant(s), and (b) shall be entitled to the same rights and subject to the same obligations of, and shall rank pari passu with the holders of the same series of Preference Shares issuable under such Warrant as provided in the Transaction Agreements (for the avoidance of doubts, no Warrant Holder shall be entitled to or subject to any right, entitlement and/or obligation arising from or attached to Preference Shares issuable under its Warrant(s) if, under the Transaction Agreements, such Warrant Holder shall be entitled to or subject to such right, entitlement and/or obligation only after its exercise of its Warrant(s)). For the avoidance of doubt, the Warrant Holder shall be treated on a pari passu basis as the holders of Preference Shares and shall not receive any of its interest and benefits as provided in the Transaction Agreements at such time or prior to or later than, and in such manner more or less favorable than, holders of Preference Shares. For the avoidance of doubt, with respect to 58 Warrant II, during the period from the issue date of 58 Warrant II to the date such 58 Warrant II has been fully exercised or terminated and for so long as the principal amount of the convertible loan corresponding to 58 Warrant II is outstanding, 58 shall be deemed as the holder of Series B+ Preference Shares as if 58 exercised the 58 Warrant II to purchase the Series B+ Preference Shares.

Look-through Principles. Subject to the terms of this Section 11.611.20 hereof, the Parties acknowledge and agree in calculating, determining, performing and enforcing any right, entitlement and obligation of a holder of the Company’s Equity Securities under the Transaction Agreements, unless otherwise provided in the Transaction Agreements, each Warrant Option Holder (a) shall be treated as if it has fully exercised its Warrant(s) Option and converted its equity interest of the JV Entity into the corresponding Series D+ Preference Shares of the Company in accordance with the terms respective Option Agreement and conditions in its Warrant(s)the Investment Agreement, and (b) shall be entitled to the same rights and subject to the same obligations of, and shall rank pari passu with the holders of the same series of Series D+ Preference Shares issuable under such Warrant as provided in the Transaction Agreements and/or the Existing Transaction Documents, and (for the avoidance of doubts, no Warrant Holder c) shall not be entitled to or subject to any additional benefit, right, entitlement and/or obligation arising from or attached to Preference Shares issuable under its Warrant(s) if, under distribution by the Transaction Agreements, such Warrant Holder shall be entitled to or subject to such right, entitlement and/or obligation only after its exercise reason of its Warrant(s))equity interest in the JV Entity. For the avoidance of doubt, the Warrant each Option Holder shall be treated on a pari passu basis as the holders of Series D+ Preference Shares Shareholders and shall not receive any of its interest and benefits as provided in the Transaction Agreements and/or the Existing Transaction Documents at such time or prior to or later than, and in such manner more or less favorable than, holders the Series D+ Preference Shareholders. Without prejudice to the foregoing, before an Option Holder exercises its Option and holds the correspondent Series D+ Preference Shares in the Company, in the event of Preference Shares. For a liquidation, dissolution, winding up, any Deemed Liquidation Event, dividend distribution, repurchase or similar event of the avoidance of doubtCompany, with respect such an Option Holder shall be entitled to 58 Warrant request the WFOE II, during the period from JV Entity or any other Group Company designated by the issue date Company to make the relevant payments in RMB equivalent to amount that it would have been entitled to under this Agreement and the Memorandum and Articles of 58 Warrant II to Association as a holder Series D+ Preference Shares should the date such 58 Warrant II Option has been fully exercised or terminated and for so long as the principal amount of the convertible loan corresponding to 58 Warrant II is outstanding, 58 shall be deemed as the holder of Series B+ Preference Shares as if 58 exercised the 58 Warrant II to purchase the Series B+ Preference Sharesexercised.