AMENDMENT TO DEPOSIT AGREEMENT Sample Clauses

AMENDMENT TO DEPOSIT AGREEMENT. Section 2.01. Except with respect to the Custodian, all references in the Deposit Agreement to "Citibank, N.A." or the "Depositary" shall be references to "JPMorgan Chase Bank".
Sample 1Sample 2
AutoNDA by SimpleDocs
AMENDMENT TO DEPOSIT AGREEMENT. Number CUSIP American Depositary Shares (Each American Depositary Share representing one-tenth of one Fully Paid Ordinary Share) AMERICAN DEPOSITARY RECEIPT FOR AMERICAN DEPOSITARY SHARES representing DEPOSITED ORDINARY SHARES Of GENMAB A/S (Incorporated under the laws of the Kingdom of Denmark) DEUTSCHE BANK TRUST COMPANY AMERICAS, as depositary (herein called the "Depositary"), hereby certifies that _____________is the owner of ______________ American Depositary Shares (hereinafter "ADSs" or "American Depositary Shares"), representing deposited ordinary shares, including evidence of rights to receive such ordinary shares, (the "Shares") of Genmab A/S (the “Company”), a company incorporated under the laws of the Kingdom of Denmark (the "Company"). As of the date of the Deposit Agreement (hereinafter referred to), each ADS represents one-tenth of one Share deposited under the Deposit Agreement with the Custodian which at the date of execution of the Deposit Agreement is Danske Bank Aktieselskab (the "Custodian"). The ratio of ADSs to Shares is subject to subsequent amendment as provided in Article IV of the Deposit Agreement. The Depositary's Principal Office is located at 60 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, X.X.X.
Sample 1
AMENDMENT TO DEPOSIT AGREEMENT. Section 2.01. Amendment to Section 6.02. Section 6.02 of the Deposit Agreement is amended and restated as follows:
Sample 1
AMENDMENT TO DEPOSIT AGREEMENT. EXHIBIT A AMERICAN DEPOSITARY SHARES (Each American Depositary Share represents Six (6) Shares) IT IS EXPECTED THAT THE SHARES DEPOSITED HEREUNDER WILL BE REGISTERED ON THE SHARE REGISTER MAINTAINED BY THE RUSSIAN SHARE REGISTRAR OF THE COMPANY IN THE NAME OF JPMORGAN CHASE BANK, N.A. AS DEPOSITARY, OR ITS NOMINEE, OR OF THE CUSTODIAN, OR ITS NOMINEE. OWNERS AND BENEFICIAL OWNERS SHOULD BE AWARE, HOWEVER, THAT RUSSIA'S SYSTEM OF SHARE REGISTRATION AND CUSTODY CREATES RISKS OF LOSS THAT ARE NOT NORMALLY ASSOCIATED WITH INVESTMENTS IN OTHER SECURITIES MARKETS. THE DEPOSITARY WILL NOT BE LIABLE FOR UNAVAILABILITY OF SHARES OR FOR THE FAILURE TO MAKE ANY DISTRIBUTION OF CASH OR PROPERTY WITH RESPECT THERETO AS A RESULT OF SUCH UNAVAILABILITY THE DEPOSITARY HAS BEEN ADVISED BY RUSSIAN COUNSEL THAT COURTS IN THE RUSSIAN FEDERATION ARE NOT REQUIRED TO RECOGNISE OR ENFORCE JUDGMENTS OBTAINED IN THE UNITED STATES OF AMERICA, INCLUDING, WITHOUT LIMITATION, IN THE COURTS OF NEW YORK. JPMORGAN CHASE BANK, N.A. AMERICAN DEPOSITARY RECEIPT FOR ORDINARY SHARES OF THE NOMINAL VALUE OF 0.0025 RUBLES EACH OF OJSC ROSTELECOM (INCORPORATED UNDER THE LAWS OF THE RUSSIAN FEDERATION) JPMorgan Chase Bank, N.A., as depositary (hereinafter called the "Depositary"), hereby certifies that ____________________________________, or registered assigns IS THE OWNER OF ____________________________________ AMERICAN DEPOSITARY SHARES
Sample 1
AMENDMENT TO DEPOSIT AGREEMENT. AMERICAN DEPOSITARY SHARES (Each American Depositary Share represents one (1) deposited Share) DEUTSCHE BANK TRUST COMPANY AMERICAS AMERICAN DEPOSITARY RECEIPT FOR ORDINARY SHARES OF LUXOTTICA GROUP S.p.A. (INCORPORATED UNDER THE LAWS OF ITALY) DEUTSCHE BANK TRUST COMPANY AMERICAS , as depositary (hereinafter called the “Depositary”), hereby certifies that _______________________________________________________, _____________________________________________________________ or registered assigns IS THE OWNER OF________________________________________________. AMERICAN DEPOSITARY SHARES representing deposited Ordinary Shares (herein called “Shares”) of Luxottica Group S.p.A. incorporated under the laws of Italy (herein called the “Company”). At the date hereof, each American Depositary Share represents one (1) Share which is either deposited or subject to deposit under the deposit agreement at the office of the Custodian appointed under the Deposit Agreement (herein called the “Custodian”). The Depositary’s Corporate Trust Office is located at 60 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, X.X.X. ("Corporate Trust Office"). THE DEPOSITARY’S CORPORATE TRUST OFFICE ADDRESS IS 60 XXXX XXXXXX, XXX XXXX, X.X. 00000
Sample 1
AMENDMENT TO DEPOSIT AGREEMENT. EXHIBIT F --------- REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement ("Agreement") is made as of the Closing --------- Date (as defined in the Merger Agreement) by Level One Communications, Incorporated, a California corporation ("Parent"), and the stockholders of ------ Acclaim Communications, Inc., a Delaware corporation (the "Company"), listed on ------- Exhibit A hereto (the "Stockholders"). ------------ RECITALS --------
Sample 1

Related to AMENDMENT TO DEPOSIT AGREEMENT

  • Amendments to Deposit Agreement SECTION 2.01. All references in the Deposit Agreement and the Receipts to the term "Deposit Agreement" shall, as of the Effective Date (as herein defined), refer to the Deposit Agreement, as amended by this Amendment.

  • Amendment of Deposit Agreement and Receipts The Receipts and the Deposit Agreement may at any time and from time to time be amended by agreement between the Company and the Depositary. Any amendment which shall impose or increase any fees or charges (other than stock transfer or other taxes and other governmental charges, transfer or registration fees, cable, telex or facsimile transmission costs, delivery costs or other such expenses), or which shall otherwise prejudice any substantial existing right of Holders of Receipts, shall, however, not become effective as to outstanding Receipts until the expiration of thirty days after notice of such amendment shall have been given to the Holders of outstanding Receipts. The parties hereto agree that any amendments which (i) are reasonably necessary (as agreed by the Company and the Depositary) in order for (a) the American Depositary Shares to be registered on Form F-6 under the Securities Act of 1933 or (b) the American Depositary Shares or Stock to be traded solely in electronic book-entry form and (ii) do not in either such case impose or increase any fees or charges to be borne by Holders, are non-exclusive examples of amendments which shall be deemed not to prejudice any substantial rights of Holders. Every Holder of a Receipt at the time any amendment of the Deposit Agreement so becomes effective shall be deemed, by continuing to hold such Receipt, to consent and agree to such amendment and to be bound by the Deposit Agreement as amended thereby. In no event shall any amendment impair the right of the Holder of any Receipt to surrender such Receipt and receive therefor the Deposited Securities represented thereby, except as otherwise permitted under applicable law.

  • Authorization of Deposit Agreement The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company, enforceable in accordance with its terms, subject, as to enforceability, to bankruptcy, insolvency, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles; upon due issuance by the Depositary of the ADRs evidencing the Securities against the deposit of the underlying Ordinary Shares in respect thereof in accordance with the provisions of the Deposit Agreement, such ADRs will be duly and validly issued and the persons in whose names the ADRs are registered will be entitled to the rights specified therein and in the Deposit Agreement; the Deposit Agreement and the ADRs conform in all material respects to the descriptions thereof contained in the General Disclosure Package and the Prospectus.

  • THE DEPOSIT AGREEMENT This American Depositary Receipt is one of an issue (herein called “Receipts”), all issued and to be issued upon the terms and conditions set forth in the Deposit Agreement dated as of __________, 2021 (herein called the “Deposit Agreement”) among the Company, the Depositary, and all Owners and Holders from time to time of American Depositary Shares issued thereunder, each of whom by accepting American Depositary Shares agrees to become a party thereto and become bound by all the terms and conditions thereof. The Deposit Agreement sets forth the rights of Owners and Holders and the rights and duties of the Depositary in respect of the Shares deposited thereunder and any and all other securities, property and cash from time to time received in respect of those Shares and held thereunder (those Shares, securities, property, and cash are herein called “Deposited Securities”). Copies of the Deposit Agreement are on file at the Depositary's Office in New York City and at the office of the Custodian. The statements made on the face and reverse of this Receipt are summaries of certain provisions of the Deposit Agreement and are qualified by and subject to the detailed provisions of the Deposit Agreement, to which reference is hereby made. Capitalized terms defined in the Deposit Agreement and not defined herein shall have the meanings set forth in the Deposit Agreement.

  • of the Deposit Agreement If the Depositary is unable to make any rights available to Holders upon the terms described in Section 4.4(a) of the Deposit Agreement or to arrange for the sale of the rights upon the terms described in Section 4.4(b) of the Deposit Agreement, the Depositary shall allow such rights to lapse. The Depositary shall not be liable for (i) any failure to accurately determine whether it may be lawful or practicable to make such rights available to Holders in general or any Holders in particular, (ii) any foreign exchange exposure or loss incurred in connection with such sale or exercise, or (iii) the content of any materials forwarded to the Holders on behalf of the Company in connection with the rights distribution. Notwithstanding anything herein or in Section 4.4 of the Deposit Agreement to the contrary, if registration (under the Securities Act or any other applicable law) of the rights or the securities to which any rights relate may be required in order for the Company to offer such rights or such securities to Holders and to sell the securities represented by such rights, the Depositary will not distribute such rights to the Holders (i) unless and until a registration statement under the Securities Act (or other applicable law) covering such offering is in effect or (ii) unless the Company furnishes the Depositary opinion(s) of counsel for the Company in the United States and counsel to the Company in any other applicable country in which rights would be distributed, in each case reasonably satisfactory to the Depositary, to the effect that the offering and sale of such securities to Holders and Beneficial Owners are exempt from, or do not require registration under, the provisions of the Securities Act or any other applicable laws. In the event that the Company, the Depositary or the Custodian shall be required to withhold and does withhold from any distribution of Deposited Property (including rights) an amount on account of taxes or other governmental charges, the amount distributed to the Holders of ADSs shall be reduced accordingly. In the event that the Depositary determines that any distribution of Deposited Property (including Shares and rights to subscribe therefor) is subject to any tax or other governmental charges which the Depositary is obligated to withhold, the Depositary may dispose of all or a portion of such Deposited Property (including Shares and rights to subscribe therefor) in such amounts and in such manner, including by public or private sale, as the Depositary deems necessary and practicable to pay any such taxes or charges. There can be no assurance that Holders generally, or any Holder in particular, will be given the opportunity to receive or exercise rights on the same terms and conditions as the holders of Shares or be able to exercise such rights. Nothing herein or in the Deposit Agreement shall obligate the Company to file any registration statement in respect of any rights or Shares or other securities to be acquired upon the exercise of such rights.

  • TERMINATION OF DEPOSIT AGREEMENT The Depositary at any time at the direction of the Company, shall terminate the Deposit Agreement by mailing notice of termination to the Owners of all Receipts then outstanding at least 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of termination to the Company and the Owners of all Receipts then outstanding if at least 60 days have passed since the Depositary delivered to the Company a written notice of its election to resign and a successor depositary has not been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). Upon the termination of the Deposit Agreement, the Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses.

  • Deposit Agreement The term “

  • Amendment to Credit Agreement The Credit Agreement is hereby amended as follows:

  • Inspection of Deposit Agreement Copies of this Deposit Agreement shall be filed with the Depositary and the Depositary’s Agents and shall be made available for inspection during business hours upon reasonable notice to the Depositary by any Holder of a Receipt.

  • Amendment to Loan Agreement Subject to satisfaction of the conditions precedent set forth in Section 3 below, the Loan Agreement is hereby amended as follows:

Time is Money Join Law Insider Premium to draft better contracts faster.