KPMG - IERE

contravention of any registration or other legal requirements. It is your responsibility, if you are
outside the United Kingdom and wish to make an application for Shares under the Public
Offer, to satisfy yourself as to full observance of the laws of any relevant territory or
jurisdiction in connection with your application, including obtaining any requisite governmental
or other consents, observing any other formalities requiring to be observed in such territory and
paying any issue, transfer or other taxes required to be paid in such territory.
13. The Shares have not been and will not be registered under the Securities Act or qualified for
sale under the laws of any state of the United States. The Shares may not be offered, sold or
delivered in the United States, except to QIBs in transactions exempt from the registration
requirements of the Securities Act or to certain persons in transactions outside the United States
pursuant to Regulation S. You are notified that the sellers of the Shares (including for these
purposes the Company as issuer of new Shares) may be relying on the exemption from the
provisions of Section 5 of the Securities Act provided by Rule 144A or another exemption from,
or transaction not subject to, the registration requirements of the Securities Act. None of the
Shares have been or will be registered under the laws of Canada, Japan or Australia or with
any securities regulatory authority of any political subdivision of Canada, Japan or Australia.
Accordingly, unless an exemption under such Act or laws is applicable, the Shares may not be
offered, sold or delivered, directly or indirectly, within Canada, Japan or Australia (as the case
may be). If you subscribe for or acquire Shares you will, unless the Company, the Existing
Shareholders and the Receiving Agent agree otherwise in writing, be deemed to represent and
warrant to the Company and the Existing Shareholders that you are not a resident of Canada,
Japan, Australia or a corporation, partnership or other entity organised under the laws of
Canada (or any political subdivision thereof) or Japan or Australia and that you are not
subscribing for or acquiring such Shares for the account of any resident of Canada, Japan or
Australia and will not offer, sell, renounce, transfer or deliver, directly or indirectly, any of the
Shares in or into Canada, Japan or Australia, or to any resident in Canada, Japan or Australia.
No application will be accepted if it shows the applicant, payor or a holder having an address
in Canada, Japan or Australia.
Luxembourg data protection law
14. By becoming registered as a holder of Shares in the Company a person authorises and
empowers the Company to collect, store and process certain information such as, but not
limited to, its name, address, amount of the investment (the ‘‘Personal Data’’) by electronic or
other means. The Company reserves the right to delegate the processing of this Personal Data
to delegates (together the ‘‘Processor(s)’’). The Personal Data will be processed by or on behalf
of the Company for the purposes of complying with its legal and regulatory obligations,
managing the fund and providing the services required by the Shareholders. The Shareholder
may at its discretion refuse to communicate the Personal Data to the Company, thereby
precluding the Company from using such data. However, such refusal or preclusion shall be an
obstacle to the subscription, acquisition or holding of Shares in the Company by the
Shareholder. The Shareholder has a right to access its Personal Data and may ask for a
rectification thereof in cases where such data is inaccurate and incomplete. In relation thereto,
the Shareholder should contact the Registrar and Transfer Agent. All Shareholder-related
Personal Data shall be retained for a period of ten years as from either the liquidation of the
Company or the redemption of all the Shares held by the relevant Shareholder.
Miscellaneous
15. To the extent permitted by law, all representations, warranties and conditions, express or
implied and whether statutory or otherwise (including, without limitation, pre-contractual
representations but excluding any fraudulent representations), are expressly excluded in relation
to the Shares and the Public Offer.
16. The rights and remedies of the Company, the Existing Shareholders, the Registrar and Transfer
Agent and the Receiving Agent under these Terms and Conditions of Application are in
addition to any rights and remedies which would otherwise be available to either of them and
the exercise or partial exercise of one will not prevent the exercise of others.
17. The Company may, with the prior approval of the Joint Global Co-ordinators bring forward
(subject to the Public Offer being open for a minimum of seven days and until at least 5.00
p.m. on 5 December 2006) or postpone the closing time and date for the Public Offer by no
168