Director's irrevocable undertaking

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13.5.3 the "Offer" shall include any new, increased, renewed or revised offer made by or on behalf of Shell Bidco, howsoever to be implemented. 14. Governing Law and Jurisdiction This Undertaking is governed by English law. I submit to the exclusive jurisdiction of the English courts to settle any dispute arising from or connected with this Undertaking (a "Dispute ") (including a dispute regarding the existence, validity or termination of this Undertaking or relating to any non-contractual or other obligation arising out of or in connection with this Undertaking). I agree that the English courts are the most appropriate and convenient courts to settle any Dispute and accordingly, will not argue to the contrary. UK-2984485-v5 -6- 70-44498339
SCHEDULEI EXISTING COVE SHARES' 1 2 3 No. of ordinary shares Exact name(s) and address(es) of Beneficial owner# of 1p in Cove registered holder as appearing on the register of members# 2,797,579 Pershing Securities International Ltd John Craven # Where more than one, indicate number of shares attributable to each. ' Including shares held by or for the benefit of your family members and related trusts. UK-2984485-v5 -7- 7040498339
Page 2 and 3: 4.1 sell, transfer, charge, encumbe
Page 4 and 5: 8.4 except to the extent required u
Page 8 and 9: SCHEDULE 2 OPTIONS A. Unapproved Ex
Page 10 and 11: NOT FOR RELEASE, PUBLICATION OR DIS
Page 12 and 13: circumstances having arisen which m
Page 14 and 15: Joe Nally (Corporate Broking) +44 2
Page 16 and 17: Unless otherwise determined by Shel
Page 18 and 19: differ materially from those sugges
Page 20 and 21: If two or more persons act together
Page 22 and 23: • 42.4 per cent. to the Closing P
Page 24 and 25: 7. Further terms and conditions to
Page 26 and 27: Shell Bidco Shell Bidco is an entit
Page 29 and 30: (b) break fee agreement, details of
Page 31 and 32: Het oorspronkelijk hart rondom het
Page 33 and 34: This announcement contains forward-
Page 35 and 36: activities consistent with their re
Page 37 and 38: APPENDIX 1 CONDITIONS TO AND CERTAI
Page 39 and 40: Cove Group taken as a whole or the
Page 41 and 42: epayment date, or the ability of an
Page 43 and 44: (viii) entered into, varied or auth
Page 45 and 46: of which is material and likely to
Page 47 and 48: No criminal property (viii) any ass
Page 49 and 50: APPENDIX 3 DETAILS OF IRREVOCABLE U
Page 51 and 52: APPENDIX 4 DEFINITIONS The followin
Page 53 and 54: acting in concert with Shell Bidco
Page 55 and 56: "US Securities Exchange Act" the Un

Director's irrevocable undertaking

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