REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 22nd, 2021 • Joy Capital Opportunity, L.P. • Services-business services, nec
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made on July 12, 2021 by and among Uxin Limited, a company organized and existing under the laws of the Cayman Islands (the “Company”), and Astral Success Limited, a company limited by shares incorporated under the laws of British Virgin Islands and Abundant Grace Investment Limited, a company limited by shares incorporated under the laws of British Virgin Islands (each an “Investor” and, collectively, “Investors”).
VOTING AGREEMENT by and among UXIN LIMITED MR. KUN DAI XIN GAO GROUP LIMITEDVoting Agreement • July 22nd, 2021 • Joy Capital Opportunity, L.P. • Services-business services, nec • Hong Kong
A The Company and the Investors have entered into that certain Share Subscription Agreement, dated June 14, 2021 (the “Subscription Agreement”), pursuant to which, among other things, each Investor, severally but not jointly, has agreed to purchase (a) certain Senior Preferred Shares (as defined in the Subscription Agreement) from the Company, and (b) a warrant (collectively, the “Warrants”) to purchase certain Senior Preferred Shares.
SHARE SUBSCRIPTION AGREEMENTShare Subscription Agreement • July 22nd, 2021 • Joy Capital Opportunity, L.P. • Services-business services, nec • Hong Kong
WHEREAS, the Company desires to allot and issue to each Investor, and each Investor desires to, severally but not jointly, subscribe for and be issued from the Company, certain Senior Preferred Shares (as defined below). In addition, the Company agrees to issue to each Investor a warrant (each a “Warrant” and collectively the “Warrants”, together with the Senior Preferred Shares, the “Subscription Securities”) to purchase certain Senior Preferred Shares, pursuant to the terms and conditions set forth in this Agreement; and
WARRANT TO PURCHASE SENIOR CONVERTIBLE PREFERRED SHARESJoy Capital Opportunity, L.P. • July 22nd, 2021 • Services-business services, nec
THIS CERTIFIES THAT, for value received, Astral Success Limited, or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Uxin Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), senior convertible preferred shares of the Company, par value of US$0.0001 per share (the “Shares” or “Warrant Share”), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with the transactions described in the share subscription agreement, dated June 14, 2021, by and among the Company, the Holder and another party described therein (the “Subscription Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Subscription Agreem
INVESTORS’ RIGHTS AGREEMENT by and among UXIN LIMITED MR. KUN DAI XIN GAO GROUP LIMITEDInvestors’ Rights Agreement • July 22nd, 2021 • Joy Capital Opportunity, L.P. • Services-business services, nec • Hong Kong
A The Company and the Investors have entered into that certain Share Subscription Agreement, dated June 14, 2021 (the “Subscription Agreement”), pursuant to which, among other things, each Investor, severally but not jointly, has agreed to purchase (a) certain Senior Preferred Shares (as defined in the Subscription Agreement) from the Company, and (b) a warrant (collectively, the “Warrants”) to purchase certain Senior Preferred Shares.
JOINT FILING AGREEMENT UXIN LIMITEDJoint Filing Agreement • July 22nd, 2021 • Joy Capital Opportunity, L.P. • Services-business services, nec
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of them of the Statement on Schedule 13D and any and all further amendments thereto, with respect to the securities of the above referenced issuer, and that this Agreement be included as an Exhibit to such filing. This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
