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cottonisking

08/13/24 3:52 PM

#111306 RE: cottonisking #111304

🇱🇷until 15 December 2024, in any circumstances;🇱🇷



WITHOUT PREJUDICE
SUBJECT TO CONTRACT
20
and subject to the PLC Administrators’ rights for their costs and
expenses to be paid from the PLC estate.
7 Conditions: i. Entry into a reserve and reservation agreement between
GP1 and DB (the “Reserve and Reimbursement
Agreement”) regarding DB’s and GP1's ongoing and
historic legal costs and exposure to adverse costs.
ii. Each of:
a. Indications of approval of GP1 entering into the
Framework Agreement and Reserve and
Reimbursement Agreement by ECAPS Account
Holders constituting a majority of ECAPS in issue
of each of LP I, LP II, and LP III; and
b. GP1 circulating the Term Sheet to ECAPS Account
Holders (giving 14 days' clear notice of a deadline
for any comments or objections) before the start
of the hearing in the ECAPS 2 Proceedings listed
for 9-13 October 2023.
iii. Entry into the 7(f) Application Settlement (as defined
above).
8 Consent orders ECAPS 2 Consent Order: agreed form to be included in a schedule
to the Framework Agreement. All parties to sign the consent
order, and Hogan Lovells to apply or otherwise contact the Court
asking the Court to formally enter the order.
7(f) Consent Order: agreed form to be included as a schedule to
the 7(f) Application Settlement. GP1, PLC Administrators and the
other Individual Respondents to sign, and Charles Russell
Speechlys to apply or otherwise contact the Court asking the
Court to enter the order.
The ECAPS 2 Consent Order and 7(f) Consent Order each to
provide that each party to the relevant application(s) will bear its
own costs relating to the withdrawal of the relevant
application/issue(s).
9 Further assurance /
undertakings
🐎🦍🐎Successors: The Framework Agreement shall provide that:
i. GP1 shall not assign, transfer or dispose of its interest in
the PLC Sub-Notes;
ii. LBHI shall not assign, transfer or dispose of the PLC Sub-
Debt:
o 🇱🇷until 15 December 2024,🇱🇷 in any circumstances;
and
o after 15 December 2024, unless (i) the assignee
or transferee has agreed to be bound by the
terms of the Framework Agreement; and (ii) GP1
and DB (in the case of DB if it holds 10% or more