Form of ADR. ADRs in certificated form shall be engraved, printed or otherwise reproduced at the discretion of the Depositary in accordance with its customary practices in its American depositary receipt business, or at the request of the Company typewritten and photocopied on plain or safety paper, and shall be substantially in the form set forth in the form of ADR, with such changes as may be required by the Depositary or the Company to comply with their obligations hereunder, any applicable law, regulation or usage or to indicate any special limitations or restrictions to which any particular ADRs evidencing ADSs are subject. ADRs may be issued in denominations of any whole number of ADSs. ADRs in certificated form shall be dated, executed and countersigned by the Depositary by the manual or facsimile signature of a duly authorized officer of the Depositary and registered in the ADR Register. ADRs in certificated form bearing the manual or facsimile signature of anyone who was at the time of execution a duly authorized officer of the Depositary shall bind the Depositary, notwithstanding that such officer has ceased to hold such office prior to the delivery of such ADRs. Holders and Beneficial Owners shall be bound by the terms and conditions of this Deposit Agreement and of the form of ADR, as incorporated by reference herein, regardless of whether their ADRs are uncertificated Direct Registration ADRs or certificated ADRs.
Form of ADR. From and after the Effective Date, the Form of ADR shall be substantially in the form attached hereto as Exhibit A.
Form of ADR. From and after the Effective Date, the Form of ADR attached as Exhibit A to the Amended and Restated Deposit Agreement shall be replaced by the Form of ADR annexed hereto as Annex II.
Form of ADR. INCORPORATION BY REFERENCE
Form of ADR. ADRs shall be substantially in the form of Exhibit A (the "FORM OF ADR"), with such changes as may be required by the Depositary or the Company to comply with their obligations hereunder, any applicable law, regulation or usage or to indicate any special limitations or restrictions to which any particular ADRs are subject. ADRs shall be engraved or printed or otherwise reproduced in accordance with the Depositary's customary practices or as may be required by any securities exchange on which the ADSs are listed or admitted for trading. ADRs shall be executed by the manual or facsimile signature of a duly authorised signatory of the Depositary, which signature shall bind the Depositary, notwithstanding that such signatory has ceased to hold such authority prior to the delivery of such ADRs.
Form of ADR. SECTION 3.01. The third paragraph of paragraph (1) of the form of ADR and all outstanding ADRs is amended to read as follows: Every person depositing Stock under the Deposit Agreement represents and warrants that (a) such Stock is and the certificates therefor are duly authorized, validly issued and outstanding, fully paid, nonassessable and legally obtained by such person (b) all pre-emptive and comparable rights, if any, with respect to such shares of Stock have been validly waived or exercised, (c) the person making such deposit is duly authorized so to do, (d) the shares of Stock presented for deposit are free and clear of any lien, encumbrance, security interest, charge, mortgage or adverse claim and (e) such Shares (A) are not "restricted securities" as such term is defined in Rule 144 under the Securities Act of 1933 ("Restricted Securities") unless at the time of deposit the requirements of paragraphs (c), (e), (f) and (h) of Rule 144 shall not apply and such Stock may be freely transferred and may otherwise be offered and sold freely in the United States or (B) have been registered under the Securities Act of 1933. To the extent the person depositing Stock is an "affiliate" of the Company as such term is defined in Rule 144, the person also represents and warrants that upon the sale of the ADSs, all of the provisions of Rule 144 which enable the Stock to be freely sold (in the form of ADSs) will be fully complied with and, as a result thereof, all of the ADSs issued in respect of such Stock will not be on the sale thereof, Restricted Securities. Such representations and warranties shall survive the deposit and withdrawal of Shares and the issuance and cancellation of ADSs in respect thereof and the transfer of such ADSs. The Depositary will not knowingly accept for deposit under the Deposit Agreement any Stock required to be registered under the Securities Act of 1933 and not so registered; the Depositary may refuse to accept for such deposit any Stock identified by the Company in order to facilitate the Company's compliance with the requirements of the Securities Act of 1933 or the Rules made thereunder.
Form of ADR. ADRs in certificated form shall be engraved, printed or otherwise reproduced at the discretion of the Depositary in accordance with its customary practices in its American depositary receipt business, or at the request of the Company typewritten and photocopied on plain or safety paper, and shall be substantially in the form set forth in the form of ADR, with such changes as may be required by the Depositary or the Company to comply with their obligations hereunder, any applicable law, regulation or usage or to indicate any special limitations or restrictions to which any particular ADRs are subject. ADRs may be issued in denominations of any number of ADSs. ADRs in certificated form shall be executed by the Depositary by the manual or facsimile signature of a duly authorized officer of the Depositary. ADRs in certificated form bearing the manual or facsimile signature of anyone who was at the time of execution a duly authorized officer of the Depositary shall bind the Depositary, notwithstanding that such officer has ceased to hold such office prior to the delivery of such ADRs. ADRs in certificated form shall be substantially in the form of Exhibit A hereto (the "Form of ADR”).
Form of ADR. SECTION 3.01. The form of ADR, with conforming changes to give effect to the amendments set forth in Section 2.02 hereof and to reflect changes arising out of changes in applicable law, rule and regulations since November 27, 2001 and the change in the address of the Securities and Exchange Commission is set forth as Exhibit A hereto.
Form of ADR. ADRs shall be substantially in the form of Exhibit A hereto (the "Form of ADR"), with such changes or legends, as may be required by the Depositary or the Company to comply with their obligations hereunder, any applicable law, regulation or requirements of the NYSE or usage or to indicate any special limitations or restrictions to which any particular ADRs are subject. ADRs shall be engraved or printed or otherwise reproduced in accordance with the Depositary's customary practices or as may be required by the NYSE or any applicable rule or regulation of any securities exchange on which the ADSs are listed or admitted for trading. ADRs shall be executed by the manual signature of a duly authorized signatory of the Depositary, which signature shall bind the Depositary, notwithstanding that such signatory has ceased to hold such authority prior to the delivery of such ADRs; provided, however, that such signature may be a facsimile if such ADRs are countersigned by the manual signature of a duly authorized signatory of the registrar appointed for such purpose by the Depositary and dated by such signatory.
Form of ADR. SECTION 3.01. The form of ADR is set forth as Exhibit A hereto.
