or (ii) its refusal to purchase the Transfer Shares. In the event that any of the Offerees do not
exercise their right to acquire all the Acceptance Shares that such Offeree was eligible to
acquire, the other Offeree shall have the right to additionally acquire such additional Transfer
Shares not acquired by such Offeree by issuance of a separate Acceptance Notice in this regard
at the Offer Price. For this purpose, simultaneous with the issue of an Acceptance Notice, each
Offeree issuing such Acceptance Notice, shall inform in writing to all the other Offerees the
number of Acceptance Shares he / it intends to acquire from the Selling Investor. Each
Acceptance Notice shall be irrevocable.

In the event the Offerees;

@. are unwilling to purchase the Transfer Shares for any reason whatsoever and have not
offered an Offer Price for the Transfer Shares, or

(ii). fail to respond to the RFO Notice within the prescribed time, the Offerees shall be
deemed to have rejected the right of first offer set out in this Article 29, in which event,
the Selling Investor shall be entitled to sell the Transfer Shares to any Investor Third
Party Transferee on such terms and conditions as it deems fit; or

(iii). have submitted the Acceptance Notice within the Offering Period, but the Offer Price
is not acceptable to the Selling Investor, then the Selling Investor shall be entitled to
sell the Offer Shares to a Investor Third Party Transferee, at a price which is not less
than the Offer Price and on the same terms and conditions as offered to the Offerees.

The entire sale and purchase of the Transfer Shares to the Investor Third Party Transferee (if
applicable) shall be completed within a period of 120 (one hundred and twenty) Business Days
from the expiry of the Offering Period.

If an Offeree delivers a timely Acceptance Notice, which is acceptable to the Selling Investor,
the same shall constitute a binding agreement to acquire the relevant Transfer Shares. On the
Sixtieth (60) Business Day after the end of the Offering Period (or such other date as may be
agreed in writing by the Selling Investor and the Offerees who have delivered an Acceptance
Notice) ( the “RFO Closing date”), the Selling Investor shall transfer the relevant number of
Transfer Shares, calculated in accordance with Article 29 to each Offeree that has delivered an
Acceptance Notice and each such Offeree shall pay to the Selling Shareholder, the purchase
price for such number of Transfer Shares at the Offer Price set out in the Acceptance Notice,
provided that the Selling Investor shall have no obligation to transfer any Transfer Shares unless
the Selling Shareholder receives payment in full of the purchase price for the Transfer Shares
from the relevant Offeree that has delivered an Acceptance Notice. Between the end of the
Offering Period and the RFO Closing Date, each Offeree that has delivered an Acceptance
Notice shall obtain any Authorisations, if required in connection with the transfer of the Transfer
Shares before the RFO Closing Date.

The Selling Investor shall not make (or be required to make) any representation or warranty to
the Offeree that served an Acceptance Notice, other than good title to the Transfer Shares,
absence of Encumbrances with respect to the Transfer Shares, customary representation and
warranties concerning the Selling Investor’s power and authority to undertake the proposed
transfer, and the validity and enforceability of the Selling Investor’s obligations in connection
with the proposed transfer.

If (I) the Selling Investor does not receive payment in full of the purchase price for all the
Transfer Shares on the RFO Closing Date; or (II) any Authorisation required in connection with
the transfer of the Transfer Shares has not been obtained by the RFO Closing Date, then the
Selling Investor shall be free to transfer all or any part of the Transfer Shares to the Investor
Third Party Transferee within a period of 120 (one hundred and twenty) Business Days after
the RFO Closing Date (as the case may be) at a price per Transfer Share not less than the
minimum price per Transfer Share specified in the RFO Notice. If the Selling Investor does not
complete the transfer within such period, any subsequent proposed Transfer by it of some or all
of the Transfer Shares shall again be subject to the provisions of this Article 29.

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