Private Media Group (PRVT)

Section 6.4 Liquidity and Solvency Requirements

Notwithstanding any other provision of this Article 6, Corporation shall not be obligated to redeem Retracted Shares specified by a holder in a Retraction Request to the extent that such redemption of Retracted Shares would be contrary to liquidity or solvency requirements or other provisions of applicable law. If Corporation believes that on any Retraction Date it would not be permitted by any of such provisions to redeem the Retracted Shares tendered for redemption on such date , and provided that Callco shall not have exercised the Retraction Call Right with respect to the Retracted Shares, Corporation shall only be obligated to redeem Retracted Shares specified by a holder in a Retraction Request to the extent of the maximum number that may be so redeemed (rounded down to a whole number of shares) as would not be contrary to such provisions and shall notify the holder at least two (2) Business Days prior to the Retraction Date as to the number of Retracted Shares which will not be redeemed by Corporation.

In any case in which the redemption by Corporation of Retracted Shares would be contrary to liquidity or solvency requirements or other provisions of applicable law, Corporation shall redeem Retracted Shares in accordance with Section 6.2 of these share provisions on a pro rata basis and shall issue to each holder of Retracted Shares a new certificate, at the expense of Corporation, representing the Retracted Shares not redeemed by Corporation pursuant to Section 6.2 hereof. The holder of any such Retracted Shares not redeemed by Corporation pursuant to Section 6.2 of these share provisions as a result of liquidity or solvency requirements or applicable law shall be deemed by giving the Retraction Request to require PMG or Callco to purchase such Retracted Shares from such holder on the

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Retraction Date or as soon as practicable thereafter on payment by PMG or Callco to such holder of the Exchangeable Share Consideration representing the Retraction Price for each such Retracted Share, all as more specifically provided in the Exchange and Support Agreement.