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Mr Stephen Moverley Smith QC and Mr Richard Ritchie (instructed by Finers Stephens Innocent) for the Claimant Mr Simon Browne-Wilkinson QC and Mr Andrew Mitchell and Mr Edward Levey (instructed by DLA Piper Rudnick Gray Cary ) for the 1st Respondent Mr Ian Glick QC and Mr Mr Andrew Lenon (instructed by Linklaters) for the 22nd Respondent Mr Michael Brindle QC and Ms Veronique Buehrlen (instructed by DLA Piper Rudnick Gray Cary) for the 3rd, 5th to 14th and 18th to 21st Respondents Hearing dates: 25 May 2006 ____________________
" 17.2.1 In the event that any Shareholder shall decide to sell or transfer all or any part of its equity holding in EWN, it shall give written notice to the other Shareholders, setting forth in the full terms of such sale or transfer, including the sale price thereof, and give to the said Parties, the first right of refusal thereof.
17.2.2� The Shareholders receiving the notice shall exercise their first right and option of refusal within 15 (fifteen) days from the date of receipt of the notice and in the event that they or any combination of them decide to buy the offered shares, they shall pay the sale or such other agreed price within 30 (thirty) days from the date of the initial notice under Clause 17.2.1.
17.2.3� The Shareholders exercising the option shall be at liberty to agree inter se on the proportion of the transferred equity to be acquired by each of them and in the absence of such agreement, the transferred equity shall be allotted to them based on the proportion of their respective then current shareholding in the Company.
17.2.4� If the Shareholders receiving the notice fail to exercise their respective rights and option of refusal or refuse to buy the shares at the offered or any other negotiated price, the Party selling or transferring the shares shall sell the same to any interested third party provided that the sale price in that event must not be lower than the price for which the Shareholders receiving the notice were willing and ready to pay for the offered shares ."�
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Common Room
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