Common use of Technology Licensing Clause in Contracts

Technology Licensing. Except for the Company’s battery swapping technology, for so long as the Purchaser and its Affiliates beneficially own not less than fifteen percent (15%) of the then total issued and outstanding share capital of the Company (on a non-fully diluted basis), the Company shall not license its technologies to any other original equipment manufacturers (“OEMs”), for purposes of utilizing such technologies in connection with the development and manufacturing of vehicle models with starting manufacturer’s suggested retail price (MSRP) of over US$50,000, without the prior written consent of the Purchaser. If the Purchaser consents to any such proposed licensing of the Company’s technologies to an OEM, the Company shall ensure that the terms of the licensing agreement with such OEM will not be more favorable than those offered to the Purchaser and its Affiliates.

Technology Licensing. Except for the Company’s battery swapping technology, for so long as the Purchaser and its Affiliates beneficially own not less than fifteen percent (15%) of the then total issued and outstanding share capital of the Company (on a non-fully ​ diluted basis), the Company shall not license its technologies to any other original equipment manufacturers (“OEMs”), for purposes of utilizing such technologies in connection with the development and manufacturing of vehicle models with starting manufacturer’s suggested retail price (MSRP) of over US$50,000, without the prior written consent of the Purchaser. If the Purchaser consents to any such proposed licensing of the Company’s technologies to an OEM, the Company shall ensure that the terms of the licensing agreement with such OEM will not be more favorable than those offered to the Purchaser and its Affiliates.