Common Contracts

1 similar Co-Operation Agreement contracts

Date 14 May 2025 CHESS BIDCO LIMITED H&T GROUP PLC CO-OPERATION AGREEMENT
Co-Operation Agreement • June 29th, 2025

CONTENTS Clause Page 1 Definitions and interpretation 1 2 Publication of the Rule 2.7 announcement and the terms of the Acquisition 7 3 Undertakings in relation to satisfaction of the FCA Change in Control Condition 7 4 Undertakings in relation to satisfaction of the CMA Condition 10 5 Scheme document 13 6 Implementation of the Acquisition 13 7 Switching to a Takeover Offer 14 8 Offeree Share Plan 16 9 Dividends 16 10 Termination 17 11 Code obligations 17 12 Representations and warranties 18 13 Entire agreement 18 14 Costs 19 15 Assignment 19 16 Notices 19 17 Waivers, rights and remedies 20 18 No partnership or agency 21 19 Time of essence 21 20 Further assurance 21 21 Counterparts 21 22 Variations 21 23 Invalidity 21 24 Third party rights 22 25 Governing law and jurisdiction 22 Schedule1 Rule 2.7 Announcement 23 2 The Offeree Share Plan 24