09:34 CHEUNG KONG<00001> & HUTCHISON<00013> - Joint Ann. (4) "CKH Group" CKH and its subsidiaries "Completion" completion of the Acquisition under the Sale and Purchase Agreement "Condition" the grant of satisfactory planning permission in relation to the Property and the release of the Vendor Guarantor as guarantor under any planning agreement in respect of the Property entered into with the local planning authority as more particularly described in the Sale and Purchase Agreement "Consideration" 100,000,000 pounds (or approximately HK$1,455 million) (exclusive of VAT), representing the consideration for the sale and purchase of the Property and the Licences "HWL" Hutchison Whampoa Limited, a company incorporated in Hong Kong, whose shares are listed on the Main Board of the Stock Exchange "HWL Group" HWL and its subsidiaries "intra-group sale" any sale of the whole or part of the Property or shares of CIS to a specified member of the HWL Group, any person or company connected with or a director of such member or any entity jointly controlled by CKH and HWL "Licences" such of the existing licences for the use of certain structures adjacent to the Property as more particularly described in the Sale and Purchase Agreement "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange "Net Consideration an amount which is payable by the Purchaser to the Vendor under the Profit Payment" Participation Agreement which is determined in accordance with a pre-agreed formulation set forth therein based, inter alia, on the amount of any net consideration received from any sale, other than an intra-group sale, of the whole or part of the Property or of shares of CIS effected within twelve months after the date of Completion "Profit Participation the agreement dated 13 May, 2005 and entered into by the Vendor and CIS Agreement" which governs the basis for computing the amount of, and the Vendor's entitlement to, any Additional Payment "Property" the freehold premises comprising land and buildings with an aggregate area of approximately 16 hectares located at the Royal Naval Yard Deptford (or otherwise known as the Convoys Wharf, Deptford), London, the United Kingdom "Sale and Purchase the contract dated 13 May, 2005 for the sale and purchase of the Property and Agreement" the Licences and entered into by CIS, the Vendor and the Vendor Guarantor "Stock Exchange" The Stock Exchange of Hong Kong Limited "VAT" has the meaning ascribed to that term in the Sale and Purchase Agreement which includes value added tax chargeable under the Value Added Tax Act 1994 "Vendor" News Property One Limited, a company registered in England, which is an indirect subsidiary of the Vendor Guarantor "Vendor Guarantor" News International Limited, a company