Common use of Representations and Warranties on Deposit of Shares Clause in Contracts

Representations and Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate therefor are validly issued, fully paid, non-assessable and free of any preemptive rights, if any, of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that (i) such Shares presented for deposit are not and the Receipts evidencing the American Depositary Shares representing such Shares would not be Restricted Securities and (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities Act. Such representations and warranties shall survive the deposit of Shares and the execution and delivery of Receipts in respect thereof.

Appears in 6 contracts

Samples: Deposit Agreement (Infosys Technologies LTD /Adr/), Deposit Agreement (Infosys Technologies LTD /Adr/), Deposit Agreement (Infosys Technologies LTD)

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Representations and Warranties on Deposit of Shares. Every person depositing Shares under this the Deposit Agreement shall be deemed thereby to represent and warrant warrant, that such Shares and each certificate therefor therefor, if applicable, are validly issued, fully paid, non-assessable nonassessable, free and free clear of any lien, encumbrance, security interest, charge or adverse claim and were not issued in violation of any preemptive rights, if any, or similar rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent and warrant that (i) such Shares presented for deposit that it deposits are not not, and the Receipts evidencing the American Depositary Shares representing such those Shares would will not be be, Restricted Securities and (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities ActSecurities. Such All representations and warranties required by Section 3.03 of the Deposit Agreement shall survive the deposit of Shares, delivery of American Depositary Shares and the execution and delivery withdrawal of Receipts in respect thereofDeposited Securities.

Appears in 4 contracts

Samples: Deposit Agreement (BrasilAgro - Brazilian Agricultural Real Estate Co), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Representations and Warranties on Deposit of Shares. Every person depositing Shares under this the Deposit Agreement shall be deemed thereby to represent and warrant that such Shares Shares, and each certificate therefor the certificates therefor, if applicable, are validly issued, fully paid, non-assessable nonassessable, free and free clear of any lien, encumbrance, security interest, charge or adverse claim and were not issued in violation of any preemptive rights, if any, or similar rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to dodo so. Every such In addition, every person depositing Shares under the Deposit Agreement shall also be deemed thereby to represent and warrant that (i) such Shares presented for deposit are not not, and the Receipts evidencing the American Depositary Shares representing such Shares would not be be, Restricted Securities and (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities ActSecurities. Such All representations and warranties required by Section 3.03 of the Deposit Agreement shall survive the deposit of Shares, delivery of Receipts, transfer of American Depositary Shares and the execution and delivery surrender of Receipts in respect thereofand withdrawal of Deposited Securities.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Representations and Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and and, if applicable, each certificate therefor are validly issued, fully paid, non-assessable and free of any preemptive rights, if any, of the holders of outstanding Shares and that the person making such deposit is duly authorized so to dodo so. Every such person shall also be deemed to represent that (i) such Shares presented for deposit are not not, and the Receipts evidencing the American Depositary Shares representing such Shares would not be be, Restricted Securities Securities, and (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities Act. Such representations and warranties shall survive the deposit of Shares and the execution and delivery of Receipts in respect thereof.

Appears in 2 contracts

Samples: Deposit Agreement (Absa Group /Fi), Deposit Agreement (Absa Group /Fi)

Representations and Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant (i) that such Shares and each certificate therefor are validly issued, fully paid, non-assessable nonassessable and free of any preemptive rights, if any, pre-emptive rights of the holders hold­ers of outstanding Shares and Shares, (ii) that the person per­son making such deposit is duly authorized so to do. Every such person shall also be deemed , (iii) any preemptive rights then in effect with respect to represent that (i) such Shares presented for deposit are not and the Receipts evidencing the American Depositary Shares representing such Shares would not be Restricted Securities have been validly waived or exercised and (iiiv) the deposit de­posit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities ActSecuri­ties Act of 1933. Such representations repre­sentations and warranties shall survive the deposit of Shares and the execution and delivery issuance of Receipts in respect thereofReceipts.

Appears in 1 contract

Samples: Deposit Agreement (Anglo Irish Bank Corp PLC /Fi)

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Representations and Warranties on Deposit of Shares. Every Each person depositing Shares under this the Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate the certificates therefor are validly issuedissued and outstanding, fully paid, paid and non-assessable and free of any assessable, that all preemptive rights, if any, of the holders of outstanding with respect to such Shares have been validly waived or exercised and that the each such person making such deposit is duly authorized so to do. Every Each such person shall also be deemed to represent that (i) such the Shares presented for deposit are not not, and the Receipts evidencing the American Depositary Shares representing issuable upon such Shares would deposit will not be be, Restricted Securities and (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities ActSecurities. Such representations and warranties shall survive the deposit and withdrawal of Shares and the execution issuance and delivery cancellation of Receipts in respect thereof.

Appears in 1 contract

Samples: Deposit Agreement (Manufacturas De Papel C a Manpa S a C a /Fi)

Representations and Warranties on Deposit of Shares. Every Each person depositing Shares under this the Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate the certificates therefor are validly issued, outstanding, fully paid, paid and non-assessable and free of any assessable, that all preemptive rights, if any, of the holders of outstanding with respect to such Shares have been validly waived or exercised and that the each such person making such deposit is duly authorized so to do. Every Each such person shall also be deemed to represent that (i) such the Shares presented for deposit are not not, and the Receipts evidencing the American Depositary Shares representing issuable upon such Shares would deposit will not be be, Restricted Securities and (ii) the deposit Shares deposited are free and clear of such Shares all liens and the sale encumbrances of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities Actwhatever type. Such representations and warranties shall survive the deposit and withdrawal of Shares and the execution issuance and delivery cancellation of Receipts in respect thereof.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

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