Common use of Ineligible Foreign Shareholders Clause in Contracts

Ineligible Foreign Shareholders. (a) Superloop will be under no obligation under the Scheme to issue, and will not issue, any New Superloop Shares to any Ineligible Foreign Shareholder, and instead, unless Superloop and BigAir otherwise agree, Superloop will issue on the Implementation Date the New Superloop Shares to which that Ineligible Foreign Shareholder would otherwise have been entitled (if they were a Scheme Shareholder who was not an Ineligible Foreign Shareholder) to a nominee appointed by Superloop. (b) Where New Superloop Shares are issued to a nominee pursuant to clause 5.3(a), Superloop will procure that, as soon as reasonably practicable and in any event not more than 15 Business Days after the Implementation Date, the nominee: (i) sells on the ASX or another prescribed financial market all of the New Superloop Shares issued to the nominee in accordance with clause 5.3(a) in such manner, at such price and on such other terms as the nominee determines in good faith, and at the risk of the Ineligible Foreign Shareholders; and (ii) remits to Superloop the proceeds of sale (after deducting any applicable brokerage, stamp duty and other selling costs, taxes and charges). (c) Where New Superloop Shares are issued to a nominee pursuant to clause 5.3(a), promptly after the last remittance in accordance with clause 5.3(b), Superloop will pay to each Ineligible Foreign Shareholder the proportion of the net proceeds of sale received by Superloop pursuant to clause 5.3(b)(ii) to which that Ineligible Foreign Shareholder is entitled.

Ineligible Foreign Shareholders. (a) Superloop will be under no obligation under the Scheme to issue, and will not issue, any New Superloop Shares to any Ineligible Foreign Shareholder, and instead, unless Superloop and BigAir otherwise agree, Superloop will issue on the Implementation Date the New Superloop Shares to which that Ineligible Foreign Shareholder would otherwise have been entitled (if they were a Scheme Shareholder who was not an Ineligible Foreign Shareholder) to a nominee appointed by Superloop. (b) Where New Superloop Shares are issued to a nominee pursuant to clause 5.3(a4.7(a), Superloop will procure that, as soon as reasonably practicable and in any event not more than 15 Business Days after the Implementation Date, the nominee: (i) sells on the ASX or another prescribed financial market all of the New Superloop Shares issued to the nominee in accordance with clause 5.3(a4.7(a) in such manner, at such price and on such other terms as the nominee determines in good faith, and at the risk of the Ineligible Foreign Shareholders; and (ii) remits to Superloop the proceeds of sale (after deducting any applicable brokerage, stamp duty and other selling costs, taxes and charges). (c) Where New Superloop Shares are issued to a nominee pursuant to clause 5.3(a4.7(a), promptly after the last remittance in accordance with clause 5.3(b4.7(b)(ii), Superloop will pay to each Ineligible Foreign Shareholder the proportion of the net proceeds of sale received by Superloop pursuant to clause 5.3(b)(ii4.7(b)(ii) to which that Ineligible Foreign Shareholder is entitled.