Common use of Manner of Exercise of Options Clause in Contracts

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the Bank of Tokyo-Mitsubishi UFJ, Ltd. or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the Bank of Tokyo-Mitsubishi UFJ, Ltd. or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s 's securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee4.

Manner of Exercise of Options. 5.1 4.1 Subject to Clause 4.23.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its his intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the Mitsubishi Tokyo UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 4 and any Taxation Liabilities pursuant to Clause 1110, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s securities account in accordance with Clause 1211. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 4.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 4.3 Notwithstanding Clause 5.2 4.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11Clause 3.10. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that in which case the Company shall not pay any interest with respect to any repayment to the Grantee.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has they have received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s 's securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 4.8 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee4.

Manner of Exercise of Options. 5.1 4.1 Subject to Clause 4.23.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its his intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 4 and any Taxation Liabilities pursuant to Clause 1110, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s securities account in accordance with Clause 1211. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 4.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 4.3 Notwithstanding Clause 5.2 4.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11Clause 3.10. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that in which case the Company shall not pay any interest with respect to any repayment to the Grantee.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise NoticeEXERCISE NOTICE) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has they have received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase PriceEXERCISING PURCHASE PRICE) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed BankAPPOINTED BANK); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s 's securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 4.8 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee4.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. . 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, ,the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period 8.1 No Option shall be exercisable save in accordance with the following procedure:then current Model Code for Securities Transactions by Directors of Listed Companies issued by the London Stock Exchange. (a) the Grantee is required to send 8.2 Subject to the Company a notice provisions of its intention to exercise the Options (the Exercise Notice) Rule 5 and this Rule 8 an Option may be exercised at any time in the form attached as Appendix 2 (whole or in part but not unless the Remuneration Committee otherwise permits in respect of less than 10 per cent of the Shares the subject of the original Option unless such other form as prescribed smaller percentage represents all the remaining Shares under the Option by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the Bank of Tokyo-Mitsubishi UFJ, Ltd. Option Holder or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) his personal representatives giving a notice of exercise to the Company substantially in the form set out in Schedule 3 accompanied by the appropriate payment and the relevant number Option certificate and shall be effective on the date of Common Shares its receipt by the Company ("exercise date") provided that wherever relevant the Performance Conditions shall first have been fulfilled to the Grantee’s securities account in accordance with Clause 12. Upon payment satisfaction of the Exercising Purchase Price Remuneration Committee. 8.3 No Option shall be capable of being quoted or dealt in on any stock exchange. 8.4 Subject to Rules 9.2 and 9.3 Shares shall be allotted and issued pursuant to a notice of exercise within 42 days of the exercise date (or such date which is the later of the date on which (a) the payment referred to in Rule 9.2 is receiving the relevant company; and (b) the Board is satisfied that the sale referred to in Rule 9.3 has been completed. Save for any rights determined by reference to a date preceding the date of allotment such Shares shall rank pari passu with the other shares of the same class in issue at the date of allotment and will be subject to all the provisions of the Articles of Association of the Company relating to voting, dividends, transfer or otherwise. 8.5 When an Option is exercised only in part the balance shall remain exercisable on the same terms as originally applied to the whole Option and a new Option certificate representing the balance shall be issued by the Grantee to Company as soon as possible after the Appointed Bankpartial exercise. 8.6 Where relevant, the Grantee shall legally own the Common within 28 days after Shares acquired upon have been allotted pursuant the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, an Option the Company shall repay the Exercising Purchase Price make application to the Grantee, provided, however, Council of the London Stock Exchange for the admission to the Official List of the Shares allotted and issued following such exercise. 8.7 It shall be a condition of participation in the Scheme that in the Company event of an Option Holder ceasing to be an Eligible Participant (for whatever reason) he shall not pay any interest with respect be entitled to any repayment to compensation whatsoever by reason of any termination or alteration of rights or expectations under the GranteeScheme whether such compensation is claimed by way of damages for wrongful dismissal or breach of contract or for loss of office or otherwise howsoever. Participation in this Scheme by an Option Holder is a matter entirely separate from any pension right or entitlement he may have and from his terms or conditions of employment and participation in this Scheme shall in no respects whatever affect in any way an Option Holder's pension rights or entitlement or terms or conditions of employment.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s 's securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 4.8 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee4.

Manner of Exercise of Options. 5.1 6.1 Subject to Clause 4.2, the Grantee provisions of Rule 3 and this Rule 6 an Option may exercise one be exercised at any time in whole or more in part but not unless the Trustee otherwise permits in respect of less than 10 per cent of the Options in whole, but not in part, during Shares the Exercise Period in accordance with subject of the following procedure: (a) Option unless such smaller percentage represents all the Grantee is required to send to remaining Shares under the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 (or in such other form as prescribed Option by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase Price) to the Bank of Tokyo-Mitsubishi UFJ, Ltd. Option Holder or such other bank as shall be appointed by the Company from time to time (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) his personal representatives giving a notice of exercise to the Trustee substantially in the form set out in Schedule 3 accompanied by the appropriate payment and the relevant number Option certificate and shall be effective on the date of Common Shares its receipt by the Trustee ("exercise date") provided that wherever relevant the Performance Conditions shall first have been fulfilled to the Grantee’s securities account in accordance with Clause 12. Upon payment satisfaction of the Exercising Purchase Price by Trustee. 6.2 The Trustee shall or shall procure that the Grantee Board shall as soon as reasonably practicable after the exercise date send to the Appointed Bank, Option Holder concerned a deed of adherence to the Grantee shall legally own the Common Shares acquired upon the exercise extent required to be executed pursuant to clause 8.2 of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice Subscription Agreement dated 6 December 1995 relating to the Company (formerly known as Applied Network Technology Limited) and made between Coinshire Limited and Others (1), Xxxxx XxxXxxxxxx and Another (2), Xxxxxxx Xxxxxx (3) and the Company and the Option Holder shall execute and return such deed of adherence to that effect; provided however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise NoticeTrustee within 14 days on its receipt. 5.3 Notwithstanding Clause 5.2 above, following payment 6.3 No Option shall be capable of being quoted or dealt in on any stock exchange. 6.4 Subject to Rule 7.3 Shares shall be transferred by the Grantee Trustee pursuant to a notice of exercise within 42 days of the Exercising Purchase Priceexercise date or if later within 21 days of the date on which the Trustee receives a duly executed deed, referred to in Rule 6.2. 6.5 When an Option is exercised only in part the Exercise Notice balance shall remain exercisable on the same terms as originally applied to the whole Option and a new Option certificate representing the balance shall be deemed withdrawn if issued by the Company notifies Trustee as soon as possible after the Grantee partial exercise. 6.6 It shall be a condition of its refusal participation in the Scheme that in the event of an Option Holder ceasing to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company be an Eligible Employee (for whatever reason) he shall not pay any interest with respect be entitled to any repayment to compensation whatsoever by reason of any termination or alteration of rights or expectations under the GranteeScheme whether such compensation is claimed by way of damages for wrongful dismissal or breach of contract or for loss of office or otherwise howsoever. Participation in this Scheme by an Option Holder is a matter entirely separate from any pension right or entitlement he may have and from his terms or conditions of employment and participation in this Scheme shall in no respects whatever affect in any way an Option Holder's pension rights or entitlement or terms or conditions of employment.

Manner of Exercise of Options. 5.1 Subject to Clause 4.2, the Grantee may exercise one or more of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise NoticeEXERCISE NOTICE) in the form attached as Appendix 2 (or in such other form as prescribed by the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by the number of Common Shares to be obtained upon exercise of the Option(s) (the Exercising Purchase PriceEXERCISING PURCHASE PRICE) to the UFJ Bank of Tokyo-Mitsubishi UFJ, Ltd. Limited or such other bank as shall be appointed by the Company from time to time (the Appointed BankAPPOINTED BANK); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment shall be the next Company Business Day which is also a Bank Business Day. The date of exercise shall be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Tax Liabilities pursuant to Clause 11, the Company shall promptly issue or transfer (as the case may be) the relevant number of Common Shares to the Grantee’s 's securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired upon the exercise of the Options. 5.2 The Grantee may withdraw the Exercise Notice up until such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided provided, however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 4.8 and 4.114.9. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee.

Manner of Exercise of Options. 5.1 Subject 10.1 In order to Clause 4.2, exercise an option the Grantee may exercise one option holder or more his legal personal representative shall terminate the related savings contract and deliver to the secretary of the Options in whole, but not in part, during the Exercise Period in accordance with the following procedure: (a) the Grantee is required to send to the Company a notice of its intention to exercise the Options (the Exercise Notice) in the form attached as Appendix 2 company (or in such other form his designee) or the trustees as prescribed appropriate his option certificate together with a written notice signed by or on behalf of the Company from time to time); (b) within five (5) Company Business Days the Company shall send to the Grantee an acknowledgement that such Exercise Notice has been received; (c) the Grantee shall, within four (4) Bank Business Days from the date on which the Company notifies the Grantee that the Company has received the Exercise Notice, pay an amount calculated by multiplying the Exercise Price by option holder and specifying the number of Common Shares shares in respect of which the option is being exercised and payment in full of the exercise price in united states dollars for those shares. 10.2 An option may be exercised on one occasion only in respect of all or any of the shares over which it is granted. 10.3 If the actual converted aggregate amount exceeds the total exercise cost, the option holder shall receive a cash refund to be obtained the extent that the actual converted aggregate amount exceeds the total exercise cost. 10.4 If the actual converted aggregate amount is less than the total exercise cost, the number of shares that the option holder may purchase upon exercise of the Option(s) (the Exercising Purchase Price) option shall be limited to the Bank number of Tokyo-Mitsubishi UFJshares that can be purchased at the exercise price using the actual converted aggregate amount. 10.5 All allotments, Ltd. or such other bank as issues and transfers of shares shall be appointed made on such day or days as the board or the trustees may determine and shall be made to the option holder (or at the absolute discretion of the board or the trustees (as appropriate), to one or more nominee or nominees including, for the avoidance of doubt, to the administrators of any tax efficient equity ownership plan nominated by the Company from option holder) within 30 days of the exercise of the relevant option subject however to any necessary consents under any relevant enactments or regulations for the time to time being in force having been obtained (the Appointed Bank); provided, however, that if the last Bank Business Day is not also a Company Business Day, then the date for payment and it shall be the next Company Business Day which responsibility of the option holder to comply with any requirements to be fulfilled in order to obtain or obviate the necessity for any such consent). 10.6 If a dividend or other distribution is also to be or is proposed to be paid to holders of the shares on the register on a Bank Business Day. The date prior to the date of exercise shall of an option the shares to be the date of receipt by the Company of payment of the Exercising Purchase Price. (d) Upon confirmation by the Company that the Grantee has fully paid the Exercising Purchase Price pursuant to this Clause 5.1 and any Taxation Liabilities pursuant to Clause 11, the Company shall promptly issue issued or transfer (as the case may be) the relevant number of Common Shares transferred upon such exercise will not rank for such dividend or other distribution. Subject to the Grantee’s securities account in accordance with Clause 12. Upon payment of the Exercising Purchase Price by the Grantee to the Appointed Bank, the Grantee shall legally own the Common Shares acquired foregoing shares allotted or transferred upon the exercise of an option shall rank pari passu in all respects with the Options. 5.2 The Grantee may withdraw shares in issue on the Exercise Notice up until date of such time as the Grantee pays the Exercising Purchase Price by giving written notice to the Company to that effect; provided however, that once the Grantee has paid the Exercising Purchase Price in full, the Grantee cannot withdraw the Exercise Notice. 5.3 Notwithstanding Clause 5.2 above, following payment by the Grantee of the Exercising Purchase Price, the Exercise Notice shall be deemed withdrawn if the Company notifies the Grantee of its refusal to accept the exercise of the Options pursuant to Clauses 4.10 and 4.11. In such circumstances, the Company shall repay the Exercising Purchase Price to the Grantee, provided, however, that the Company shall not pay any interest with respect to any repayment to the Grantee.exercise