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(d) In the event that an Offeree (hereinafter in this Section 4. 2 sometimes referred to as the quot;Defaulting Purchaserquot;) shall fail to complete the aforesaid transaction in accordance with the terms and conditions of the Offer, the Purchase Notice and this agreement, the Offeror, in addition to any other rights or remedies to which it may be entitled against the Defaulting Purchaser, shall have the right immediately after the date scheduled for completion of the transaction, to keep or deal with the Securities which the Offeror would have sold to the Defaulting Purchaser had the Defaulting Purchaser not defaulted; provided that if more than one Offeree has given a Purchase Notice, the closing of all transactions contemplated by Section 4. 2(b) shall be delayed to a time as hereinafter provided and the Offeror shall give written notice to such other Offerees who have given Purchase Notices (hereinafter in this Section 4. 2(d) referred to as quot;Non-Defaulting Offereesquot;) of the default by the Defaulting Purchaser and the Offeror shall not be entitled to sell the Securities which the Offeror would have sold to the Defaulting Purchaser had the Defaulting Purchaser not defaulted unless such Non-Defaulting Offerees shall not have agreed to purchase, pro rata in proportion to their existing holdings of such Securities (disregarding holdings of Shareholders other than Non-Defaulting Offerees) or in such other proportions as they may agree, such Securities from the Offeror in accordance with the terms and conditions of the Offer and this agreement within five days of their receipt of such notice. The closing of any transaction contemplated by.

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