Common use of Resignation and Removal of the Depositary; Appointment of Successor Depositary Clause in Contracts

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. Upon any such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000depositary. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may may, at the expense of the Company, petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, and shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other legal entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock deposited Preferred Shares and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering to the Company notice of its election to do so to the Companyso, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice via registered mail of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company company, or an affiliate of a bank or trust company, having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice to the Company of its election to do so to the Companyso, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice to the Depositary of such removal delivered to the Depositaryremoval, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company company, or an affiliate of a bank or trust company, having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate execute the Receipts either in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Subject to any other agreements otherwise agreed in writing between the Company and the Depositary from time to time relating to resignation and removal of the Depositary, the Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof) and (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Company shall use reasonable efforts to appoint such successor depositary, and give notice to the Depositary of such appointment, not more than 90 days after delivery by the Depositary of written notice of resignation as provided in this Section 5.4. In the event that notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the earlier of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), and (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed Depositary may petition any court City of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9 hereof), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. Upon any such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Convertible Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further actact and, and notice thereof shall not be required hereunder. Such successor notwithstanding anything to the contrary in this Deposit Agreement, the Depositary may authenticate the Receipts assign or otherwise transfer all or any of its rights and benefits under this Deposit Agreement (including any cause of action arising in the name connection with it) to Deutsche Bank AG or any branch thereof or any entity which is a direct or indirect subsidiary or other affiliate of the predecessor Depositary or in the name of the successor DepositaryDeutsche Bank AG.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on upon the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary50,000,000. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted converted, or any entity which acquires all or substantially all of the corporate trust business of the institution serving as Depositary, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect Depositary effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, satisfactory in form and substance to the Company, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreementpredecessor; however, and such predecessor, upon payment of all sums due to it from the Company and on the written request of the Company, shall execute and deliver an instrument satisfactory in form and substance to the Company transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor all materials necessary and useful to enable the successor depositary to carry out the responsibilities of the Depositary hereunder, including, but not limited to, a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Owners. Notwithstanding the foregoing, any resignation or removal and appointment of Receiptsa successor Depositary shall not relieve the prior depositary or the Company from its obligations and liabilities pursuant to Section 5.08. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof it being understood that the Company shall not be required hereunder. Such successor Depositary may authenticate the Receipts informed in the name writing of the predecessor Depositary or in the name of the successor Depositarysuch an event.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at Upon any time such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. If the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be (i) a bank or trust company Person having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000, or (ii) an affiliate of such a Person. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunderhereunder and agreeing to become a party to this Deposit Agreement, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the all shares of Stock deposited with such predecessor and any moneys monies or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such recordsbooks, books records and other information in its possession relating thereto. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of all outstanding Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted converted, or any Person to which all or a substantial part of the assets of the Depositary may sell all or substantially all its assets, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary shall also apply to the Registrar, as if the Registrar was specifically referenced herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice via registered mail of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 90 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company company, or an affiliate of a bank or trust company, having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within 60 days after delivery of such noticein 90 days, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of or resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and agreeing to become a party to this Deposit Agreement and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted or to which the Depositary may sell all or substantially all of its assets shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice via registered mail of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 45 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company company, or an affiliate of a bank or trust company, having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within 60 days after delivery of such noticein 45 days, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering having notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering ninety (90) days' prior written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by ninety (90) days' prior written notice of such removal delivered to the Depositaryremoval, such removal to take effect which shall become effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts Holders and such records, other books and other information in records maintained by such predecessor with respect to its possession relating theretofunction as Depositary hereunder. Any such successor Depositary depositary shall at its own cost promptly mail notice of its appointment to the record holders of Receiptsall Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed as Depositary by the Company by ninety (90) days’ prior written notice of such removal delivered removal, which shall become effective upon the later to occur of (i) the 90th day after delivery of the notice to the Depositary, such removal to take effect upon Depositary or (ii) the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due to it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, and such predecessor shall thereupon duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts, together with copies of such records in relation to the Receipts and such records, books and other information in its possession relating theretoas the Company may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment within thirty (30) days to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary50,000,000. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 60th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 60th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 60 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoDepositary Shares. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of ReceiptsDepositary Shares. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice to the Company of its election to do so to the Companyso, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice to the Depositary of such removal delivered to the Depositaryremoval, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company company, or an affiliate of a bank or trust company, having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on upon the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate execute the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 sixty (60) days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company Person having its principal office in the United States of America and having a combined capital and surplus surplus, along with its Affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of any such Person. In the event of such removal or resignation, the Company will appoint a successor depositary and inform the Depositary of the name and address of any successor depositary so appointed; provided that the Company shall use its reasonable best efforts to ensure that there is at all relevant times when the Preferred Shares is outstanding, a person or entity appointed and serving as the Depositary; provided, further, that no failure by the Company to appoint such a successor depositary shall affect the termination of this Deposit Agreement or the discharge of the Company and the Depositary as depositary hereunder. Upon payment of all outstanding fees and expenses hereunder, the Depositary shall promptly forward to the successor depositary or its designee any shares of stock held by it and any certificates, letters, notices and other document that the Depositary may receive after its appointment has so terminated. If no successor Depositary shall have been so appointed and have accepted appointment within 60 sixty (60) days after delivery of such notice, any Record Holder of Receipts hereunder or the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock shares of the Preferred Shares and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders Record Holders of Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted converted, or any Person to which all or a substantial part of the assets of the Depositary may be transferred or which succeeds to the shareholder services business of the Depositary shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name as successor Depositary. The removal or resignation of the successor DepositaryDepositary shall automatically be deemed to be a removal of the Depositary as Registrar and Transfer Agent herein without any further act or deed.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition peti- tion any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on upon the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its reasonable commercial efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to such Holders. If the record holders of ReceiptsCompany shall have used its reasonable commercial efforts to appoint a successor depositary it shall have no liability to Holders or Beneficial Owners for any failure to appoint such a successor. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect Issuer effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Issuer by written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, Issuer shall use its reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall open an Investor Account with the Dematerialised Securities System, where the Deposited Securities shall be transferred, shall execute and deliver to its predecessor and to the Company Issuer an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the CompanyIssuer, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, such predecessor shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment within 30 days to the record holders Owners. The Depositary will not charge a fee for cancellation of ReceiptsReceipts and withdrawal of Shares, if any, caused solely by the appointment and qualification of a successor depositary. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, and subject to Section 6.02 such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed as Depositary under this Deposit Agreement by the Company by notice of such removal delivered written notice, given to the DepositaryDepositary and subject to Section 6.02, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company, unless the Company shallshall desire the termination of this Deposit Agreement as provided in Section 6.02, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Subject to any other agreements otherwise agreed in writing between the Company and the Depositary from time to time relating to resignation and removal of the Depositary, the Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Company shall use reasonable efforts to appoint such successor depositary, and give notice to the Depositary of such appointment, not more than 90 days after delivery by the Depositary of written notice of resignation as provided in this paragraph. In the event that notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed Depositary may petition any court City of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall duly (ii)duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series A Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering ninety (90) days’ prior written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by ninety (90) days’ prior written notice of such removal delivered to the Depositaryremoval, such removal to take effect which shall become effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts Holders and such records, other books and other information in records maintained by such predecessor with respect to its possession relating theretofunction as Depositary hereunder. Any such successor Depositary depositary shall at its own cost promptly mail distribute notice of its appointment to the record holders of Receiptsall Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. Upon any such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock deposited Preferred Shares and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the CompanyBank, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Bank by written notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Bank shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be (i) a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000 or (ii) an Affiliate of any such bank or trust company. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within 60 days after delivery of such the date of the applicable notice, the resigning or removed Depositary may may, at the expense of the Bank, petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company Bank an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyBank, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock deposited Preferred Shares and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering 30 days’ written notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided, but in no event later than 30 days after delivery of such written notice. The Depositary may at any time be removed by the Company Corporation by 30 days’ written notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided, but in no event later than 30 days after delivery of such written notice. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 30 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000; provided, that the Corporation shall use its commercially reasonable efforts to ensure that there is at all relevant times when the Preferred Stock is outstanding a Person appointed and serving as the Depositary. If no successor Depositary shall have been so appointed and have accepted appointment within 60 30 days after delivery of such notice, any Record Holder or Receipts hereunder or the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail (or otherwise transmit by an authorized method) notice of its appointment to the record holders Record Holders of Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.4 as they apply to the Depositary apply to the Registrar and Transfer Agent as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. Upon any such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock deposited Preference Shares and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided, but in no event later than ninety days (90) days after the delivery of such notice. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter providedprovided but in no event later than ninety (90) days after the delivery of such notice. In the event any transfer agency relationship in effect between the Corporation and the Depositary terminates, the Depositary will be deemed to have resigned automatically and be discharged from its duties under this Agreement as of the ninetieth day following such termination. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, use its best efforts to appoint a successor Depositary, which shall be (i) a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of a Person specified in clause (i). If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary or any Record Holder of any Receipt may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment (at the Corporation’s expense) to the record holders Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.4 as they apply to the Depositary apply to the Registrar and Transfer Agent as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering upon 90 days written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by upon 90 days written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunderhereunder and a new foreign exchange agreement among the Central Bank, the Company and such successor depositary, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Holders of all outstanding Receipts ADSs and such records, other books and other information in records maintained by such predecessor with respect to its possession relating theretofunction as Depositary hereunder. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Holders. The Depositary agrees that it will, after the appointment of Receiptsany successor depositary, continue to cooperate with the Company and such successor depositary to arrange for the execution of an amendment to or a replacement of the Foreign Exchange Contracts, and the Depositary shall be reimbursed for its reasonable out of pocket expenses in connection therewith. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect Issuer effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Issuer by 60 days prior written notice of such removal delivered removal, to become effective upon the later of (i) the 60th day after delivery of the notice to the Depositary, such removal to take effect upon Depositary and (ii) the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, Issuer shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company Issuer having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company Issuer an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the CompanyIssuer, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act. Upon the occurrence of any such merger or consolidation, the Issuer may remove the Depositary in accordance with the foregoing procedures. The removal of the Depositary in conjunction with the appointment of any such successor depositary and notice thereof its acceptance of such appointment shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name constitute a termination of the predecessor Depositary or in the name of the successor Depositarythis Deposit Agreement.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect Depositary effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its reasonable best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having Manhattan, The City of New York; provided, however, that in the case of a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeresignation by the Depositary, the resigning or removed Depositary may petition any court of competent jurisdiction for the Company's "best efforts" obligation to appoint a replacement depositary shall be limited to an appointment of a successor Depositarywhich is on terms no less favorable than those contained herein and at no greater expense as set forth in Section 5.09 hereto. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, satisfactory in form and substance to the Company, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreementpredecessor; however, and such predecessor, upon payment of all sums due to it from the Company and on the written request of the Company, shall execute and deliver an instrument satisfactory in form and substance to the Company transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor all materials necessary and useful to enable the successor depositary to carry out the responsibilities of the Depositary hereunder, including, but not limited to, a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Owners. Notwithstanding the foregoing, any resignation or removal and appointment of Receiptsa successor Depositary shall not relieve the prior depositary or the Company from its obligations and liabilities pursuant to Section 5.08. Any corporation into or with which the Depositary may be merged, converted or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof it being understood that the Company shall not be required hereunder. Such successor Depositary may authenticate the Receipts informed in the name writing of the predecessor Depositary or in the name of the successor Depositarysuch an event.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company Corporation having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering to the Company notice of its election to do so to the Companyso, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys money or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Subject to any other agreements otherwise agreed in writing between the Company and the Depositary from time to time relating to resignation and removal of the Depositary, the Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Company shall use reasonable efforts to appoint such successor depositary, and give notice to the Depositary of such appointment, not more than 90 days after delivery by the Depositary of written notice of resignation as provided in this paragraph. In the event that notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed Depositary may petition any court City of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. Upon any such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company an entity having its principal office in the United States of America and having a combined capital and surplus (together with its affiliates) of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the deposited Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series G Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after shall use its best efforts that are reasonable under the delivery of the notice of resignation or removal, as the case may be, circumstances to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreementpredecessor; however, and such predecessor, nevertheless, upon payment of all sums due to it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of a Person specified in clause (i). If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.4 as they apply to the Depositary apply to the Registrar and Transfer Agent as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. Notwithstanding the foregoing, the Depositary’s resignation or removal under this Section 5.04 will take effect no more than 90 days following the delivery of notice hereunder. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having that (a) is not an affiliate of the Corporation, (b) has its principal office in the United States of America and having (c) has a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may may, at the Corporation’s expense, petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Mandatory Convertible Preferred Stock and any moneys moneys, securities or other property held hereunder to such successor, and shall deliver to such successor Depositary a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail send notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time may resign as Depositary hereunder by delivering notice of its election so to do so be delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time may be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect only upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shallCompany, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,0005,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties duties, and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer transfer, and deliver all right, title title, and interest in the Stock Shares and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated consolidated, or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign resigns or be is removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have has been so appointed and have has accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become becomes fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall will be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall will be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall is not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted or any entity succeeding to all or substantially all of the Depositary’s trust business shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed as Depositary by the Company by sixty (60) days’ prior written notice of such removal delivered removal, which shall become effective upon the later to occur of (i) the sixtieth (60th) day after delivery of the notice to the Depositary, such removal to take effect upon Depositary or (ii) the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due to it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, and such predecessor shall thereupon duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts, together with copies of such records in relation to the Receipts and such records, books and other information in its possession relating theretoas the Company may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment within thirty (30) days to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having that (a) is not an affiliate of the Corporation, (b) has its principal office in the United States of America and having (c) has, together with its affiliates, a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Mandatory Convertible Preferred Stock and any moneys moneys, securities or other property held hereunder to such successor, and shall deliver to such successor Depositary a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the CompanyCompany and the Custodian, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by 90 days prior written notice of such removal delivered to the DepositaryDepositary and the Custodian, such removal to take effect become effective upon the later of the (i) 90th day after delivery of the notice to the Depositary or (ii) appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company, unless the Company shallshall desire the termination of this Deposit Agreement as provided in Section 6.02, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreementpredecessor; provided, and however that such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, successor and shall deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders Holders of ReceiptsReceipts and the Custodian. Any corporation into or with which the Depositary may be mergedconverted, merged or consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by 90 days’ prior written notice of such removal delivered removal, to become effective upon the later of (i) the 90th day after delivery of the notice to the Depositary, such removal to take effect upon Depositary or (ii) the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its reasonable best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarycompany. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 45 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be a bank or trust company, or an affiliate of a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within 60 days after delivery of such noticein 45 days, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Preferred Stock and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such recordsother records respecting the Receipts, books the Depositary Shares and other information the Preferred Stock as the successor shall require in order to perform its possession relating theretoduties. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted converted, or to which the Depositary transfers all or substantially all of its corporate trust business, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. Section 5.5.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the CompanyHitachi, such resignation to take effect upon the earlier of (i) the 30th day after delivery thereof to Hitachi (whereupon the Depositary shall be entitled to take the actions contemplated in Section 6.02), or (ii) the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by Hitachi upon written notice of such removal delivered to the Depositary, effective upon the later of (i) the 30th day after delivery of such removal notice thereof to the Depositary (whereupon the Depositary shall be entitled to take effect actions contemplated in Section 6.02), or (ii) upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In the event of the resignation or removal of the Depositary and appointment of a successor depositary, Hitachi shall make arrangements satisfactory to the Depositary whereby outstanding Receipts may be exchanged, if applicable, without charge to the holders of the outstanding Receipts, for new Receipts issued by the successor depositary, and if requested by the Depositary, Hitachi shall take such steps as may be reasonably practicable under the circumstances to cause such outstanding Receipts to be so exchanged. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Hitachi shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company Hitachi an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor (other than as contemplated in Sections 5.08 and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor5.09). The predecessor depositary, upon payment of all sums due it and on the written request of the Company, Hitachi shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoADSs. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Holders of ReceiptsADSs. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further actact and, and notice thereof shall not be required hereunder. Such successor notwithstanding anything to the contrary in this Deposit Agreement, the Depositary may authenticate the Receipts assign or otherwise transfer all or any of its rights and benefits under this Deposit Agreement(including any cause of action arising in the name connection with it) to Deutsche Bank AG or any branch thereof or any entity which is a direct or indirect subsidiary or other affiliate of the predecessor Depositary or in the name of the successor DepositaryDeutsche Bank AG.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder with respect to any or all Series of Deposited Securities by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor depositary in respect of the Series of Deposited Securities with respect to which the Depositary has given such notice and its the acceptance by such successor depositary of such appointment as hereinafter provided. The Depositary Company may at any time be removed remove the Depositary with respect to any or all Series of Deposited Securities by the Company by written notice of such removal delivered to the Depositary, such which removal to take effect shall be effective upon the appointment of a successor depositary in respect of the Series of Deposited Securities with respect to which the Depositary is to be removed and its the acceptance by such successor depositary of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removedremoved with respect to any or all Series of Deposited Securities, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositary, depositary in respect of the Series of Deposited Securities with respect to which the Depositary has so resigned or been removed which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be in respect of the Depositary under this Deposit AgreementSeries of Deposited Securities with respect to which such appointment has been made, and but such predecessor, nevertheless, upon payment of all sums due to it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder in respect of the Series of Deposited Securities with respect to which the Depositary has so resigned or been removed, and such predecessor shall thereupon duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities of such Series to such successor, and shall deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoof the corresponding Series then outstanding. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the CompanyCompany and the Custodian, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect becoming effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be30 day period referred to in Section 6.02, appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal office in the United States Borough of America Manhattan, The City of New York and having an office or agency in London. In the event of a combined capital and surplus failure of at least $150,000,000. If no the Company to appoint a successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticedepositary, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositaryappoint its own successor. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders of all outstanding American Depositary Receipts and such recordsor the records of transfer thereof maintained by the Depositary, books and other information in its possession relating theretowhichever the successor depositary may elect. Any successor Depositary depositary shall promptly mail notice of its appointment to the record holders of American Depositary Receipts, each Subdepositary and the Custodian and publish notice of its appointment as provided in Section 7.04. Any corporation into or with which the Depositary may be mergedconverted, merged or consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect Company effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, such predecessor shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts, together with copies of such records in relation to the Receipts and such records, books and other information in its possession relating theretoas the Company may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment within 30 days to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the CompanyIssuer, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Issuer by 90 days prior written notice of such removal delivered removal, which shall become effective upon the later to occur of (i) the 90th day after delivery of the notice to the Depositary, such removal to take effect Depositary or (ii) effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided; provided, however that the Depositary and the Issuer may agree that the removal become effective upon an earlier date, and neither the Depositary nor the Issuer shall unreasonably withhold its respective agreement to the removal becoming effective upon an earlier date if this is proposed by the other. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, Issuer shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company Issuer an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Issuer shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, other books and other information in records maintained by such predecessor and its possession relating theretoagents with respect to functions the Depositary is specifically required to perform as Depositary hereunder. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of ReceiptsOwners. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series H Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. Upon any such removal or appointment, the Company shall send notice thereof by first-class mail, postage prepaid, to the holders of Receipts. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositarydepositary, which shall be (i) a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, together with its affiliates, of at least $150,000,00050,000,000 or (ii) an affiliate of a person specified in clause (i). If no a successor Depositary depositary shall not have been so appointed and have accepted appointment within in 60 days after delivery of such noticedays, the resigning or removed Depositary may petition any a court of competent jurisdiction for the appointment of to appoint a successor Depositarydepositary. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all rightrights, title and interest in the Stock deposited Preference Shares and any moneys or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or any corporation or other entity to which all or a substantial part of the assets of the Depositary may be transferred, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary depositary may authenticate execute the Receipts either in the name of the predecessor Depositary depositary or in the name of the successor Depositarydepositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to such Holders. If the record holders of ReceiptsCompany shall have used its reasonable efforts to appoint a successor depositary it shall have no liability to Holders for any failure to appoint such a successor. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the CompanyIssuer, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed as Depositary by the Company Issuer by written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, Issuer shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company Issuer an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Issuer shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Owners of Receipts. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, satisfactory in form and substance to the Company, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreementpredecessor; however, and such predecessor, upon payment of all sums due to it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor all materials necessary and useful to enable the successor depositary to carry out the responsibilities of the Depositary hereunder, including, but not limited to, a list of the record holders Owners of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Owners. Notwithstanding the foregoing, any resignation or removal and appointment of Receiptsa successor Depositary shall not relieve the prior depositary or the Company from its obligations and liabilities pursuant to Section 5.08. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof it being understood that the Company shall not be required hereunder. Such successor Depositary may authenticate the Receipts informed in the name writing of the predecessor Depositary or in the name of the successor Depositarysuch an event.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time Issuer or be removed as Depositary by the Company Issuer by written notice of such removal delivered to the Depositary, such resignation or removal to take effect upon the appointment of and acceptance by a successor Depositary and its acceptance of such appointment depositary as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, Issuer shall use its reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000New York. If no successor Depositary the Issuer shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of used its reasonable efforts to appoint a successor Depositarydepositary it shall have no liability to the Holders for any failure to appoint such a successor. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company Issuer an instrument in writing accepting its appointment hereunderhereunder and such evidence of establishment of any arrangements reasonably required by the Issuer to ensure such successor will be able to carry out its obligations under this Deposit Agreement, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Issuer shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, and such predecessor shall thereupon duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoHolders. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of ReceiptsHolders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series C Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 sixty (60) days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company Person having its principal office in the United States of America and having a combined capital and surplus surplus, along with its Affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of any such Person. In the event of such removal or resignation, the Corporation will appoint a successor depositary and inform the Depositary of the name and address of any successor depositary so appointed; provided that the Corporation shall use its best efforts to ensure that there is at all relevant times when the Series B Preferred Stock is outstanding, a person or entity appointed and serving as the Depositary; provided, further, that no failure by the Corporation to appoint such a successor depositary shall affect the termination of this Deposit Agreement or the discharge of the Corporation and the Depositary as depositary hereunder. Upon payment of all outstanding fees and expenses hereunder, the Depositary shall promptly forward to the successor depositary or its designee any shares of stock held by it and any certificates, letters, notices and other document that the Depositary may receive after its appointment has so terminated. If no successor Depositary shall have been so appointed and have accepted appointment within 60 sixty (60) days after delivery of such notice, any Record Holder of Receipts hereunder or the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the shares of the Series B Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders Record Holders of Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted converted, or any Person to which all or a substantial part of the assets of the Depositary may be transferred or which succeeds to the shareholder services business of the Depositary shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name as successor Depositary. The removal or resignation of the successor DepositaryDepositary shall automatically be deemed to be a removal of the Registrar, Transfer Agent, dividend disbursing agent and redemption agent (to the extent the Depositary is also acting in such capacities) herein without any further act or deed.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its commercially reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further actact and, and notice thereof shall not be required hereunder. Such successor notwithstanding anything to the contrary in this Deposit Agreement, the Depositary may authenticate the Receipts assign or otherwise transfer all or any of its rights and benefits under this Deposit Agreement (including any cause of action arising in the name connection with it) to Deutsche Bank AG or any branch thereof or any entity which is a direct or indirect subsidiary or other affiliate of the predecessor Depositary or in the name of the successor DepositaryDeutsche Bank AG.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary500,000,000. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunderhereunder and agreeing to become a party to this Deposit Agreement, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the all shares of Stock deposited with such predecessor and any moneys monies or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or to which the Depositary may sell all or substantially all its assets, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 sixty (60) days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company Person having its principal office in the United States of America and having a combined capital and surplus surplus, along with its Affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of any such Person. In the event of such removal or resignation, the Corporation will appoint a successor depositary and inform the Depositary of the name and address of any successor depositary so appointed; provided that the Corporation shall use its best efforts to ensure that there is at all relevant times when the Series D Preferred Stock is outstanding, a person or entity appointed and serving as the Depositary; provided, further, that no failure by the Corporation to appoint such a successor depositary shall affect the termination of this Deposit Agreement or the discharge of the Corporation and the Depositary as depositary hereunder. Upon payment of all outstanding fees and expenses hereunder, the Depositary shall promptly forward to the successor depositary or its designee any shares of stock held by it and any certificates, letters, notices and other document that the Depositary may receive after its appointment has so terminated. If no successor Depositary shall have been so appointed and have accepted appointment within 60 sixty (60) days after delivery of such notice, any Record Holder of Receipts hereunder or the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the shares of the Series D Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders Record Holders of Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted converted, or any Person to which all or a substantial part of the assets of the Depositary may be transferred or which succeeds to the shareholder services business of the Depositary shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name as successor Depositary. The removal or resignation of the successor DepositaryDepositary shall automatically be deemed to be a removal of the Depositary as Registrar and Transfer Agent herein without any further act or deed.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series A Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail send notice of its appointment to the record holders Record Holders of ReceiptsReceipts at the Corporation’s sole expense. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.4 as they apply to the Depositary apply to each Depositary’s Agent, Registrar, Transfer Agent, Redemption Agent or Dividend Disbursing Agent as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof) and (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9 hereof), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary Corporation may at any time be removed by remove the Company Depositary by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, including with its affiliates, of at least $150,000,00050,000,000 or (ii) an affiliate of a person specified in clause (i). If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series C Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.4 as they apply to the Depositary apply to the Registrar and Transfer Agent as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided, but in no event later than sixty (60) days after the delivery of such notice. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided, but in no event later than sixty (60) days after the delivery of such notice. In the event any transfer agency relationship in effect between the Corporation and the Depositary terminates, as evidenced in writing, the Depositary will be deemed to have resigned automatically and be discharged from its duties under this Agreement as of the ninetieth day following such termination. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, use its best efforts to appoint a successor Depositary, which shall be (i) a bank or trust company having its principal office in the United States of America and having a combined capital and surplus surplus, along with its affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of a Person specified in clause (i). If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary or any Record Holder of any Receipt may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment (at the Corporation’s expense) to the record holders Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.4 as they apply to the Depositary apply to the Registrar and Transfer Agent as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 30 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000 or an affiliate of any such bank or trust company. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on upon the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate execute the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 sixty (60) days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company Person having its principal office in the United States of America and having a combined capital and surplus surplus, along with its Affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of any such Person. If no successor Depositary shall have been so appointed and have accepted appointment within 60 sixty (60) days after delivery of such notice, the resigning or removed Depositary may may, at the Corporation’s expense, petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the shares of the Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders Record Holders of Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted converted, or any Person to which all or a substantial part of the assets of the Depositary may be transferred or which succeeds to the shareholder services business of the Depositary shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name as successor Depositary. The removal or resignation of the successor DepositaryDepositary shall automatically be deemed to be a removal of the Depositary as Registrar and Transfer Agent herein without any further act or deed.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall at any time resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary50,000,000. Every successor Depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunderhereunder and agreeing to become a party to this Deposit Agreement, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the Company, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the all shares of Stock deposited with such predecessor and any moneys monies or property held hereunder to such successor, successor and shall deliver to such successor a list of the record holders of all outstanding Receipts and such records, books and other information in its possession relating theretoReceipts. Any successor Depositary shall promptly mail notice of its appointment to the record holders of Receipts. Any corporation or other entity into or with which the Depositary may be merged, consolidated or converted converted, or to which the Depositary may sell all or substantially all its assets, shall be the successor of such Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having its principal office in the United States of America and having a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Series K Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be a bank or trust company having that (a) is not an affiliate of the Corporation, (b) has its principal office in the United States of America and having (c) has a combined capital and surplus of at least $150,000,00050,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Mandatory Convertible Preferred Stock and any moneys moneys, securities or other property held hereunder to such successor, and shall deliver to such successor Depositary a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail send notice of its appointment to the record holders Record Holders of Receipts. Any corporation entity into or with which the Depositary may be merged, consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name of the as successor Depositary. The provisions of this Section 5.04 as they apply to the Depositary apply to the Registrar and Transfer Agent, as if specifically enumerated herein.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering written notice of its election to do so resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 60th day after delivery thereof to the Company (whereupon the Depositary shall, in the event no successor depositary has been appointed by the Company, be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such resignation. The Depositary may at any time be removed by the Company by written notice of such removal, which removal delivered shall be effective on the later of (i) the 60th day after delivery thereof to the Depositary, such removal Depositary (whereupon the Depositary shall be entitled to take effect the actions contemplated in Section 6.2 hereof), or (ii) upon the appointment by the Company of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided, save that, any amounts, fees, costs or expenses owed to the Depositary hereunder or in accordance with any other agreements otherwise agreed in writing between the Company and the Depositary from time to time shall be paid to the Depositary prior to such removal. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its reasonable efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such noticeManhattan, the resigning or removed City of New York. The Company shall give notice to the Depositary may petition any court of competent jurisdiction for the appointment of a successor Depositarydepositary not more than 90 days after delivery by the Depositary of written notice of resignation or by the Company of removal, each as provided in this section. In the event that a successor depositary is not appointed or notice of the appointment of a successor depositary is not provided by the Company in accordance with the preceding sentence, the Depositary shall be entitled to take the actions contemplated in Section 6.2 hereof. Every successor Depositary depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositarydepositary, without any further act or deeddeed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessordepositary, upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunderhereunder (other than as contemplated in Sections 5.8 and 5.9), shall (ii) duly assign, transfer and deliver all right, title and interest in to the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall (iii) deliver to such successor a list of the record holders Holders of all outstanding Receipts and such records, books and other information in its possession relating theretoto Receipts and Holders thereof as the successor may reasonably request. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders of Receiptssuch Holders. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering upon 90 days written notice of its election so to do so delivered to the Company, such resignation to take effect upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by upon 90 days written notice of such removal delivered to the Depositary, such removal to take effect effective upon the appointment of a successor Depositary depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall, within 60 days after the delivery of the notice of resignation or removal, as the case may be, shall use its best efforts to appoint a successor Depositarydepositary, which shall be a bank or trust company having its principal an office in the United States Borough of America and having a combined capital and surplus Manhattan, The City of at least $150,000,000. If no successor Depositary shall have been so appointed and have accepted appointment within 60 days after delivery of such notice, the resigning or removed Depositary may petition any court of competent jurisdiction for the appointment of a successor DepositaryNew York. Every successor Depositary depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunderhereunder and a new foreign exchange agreement among the Central Bank, the Company and such successor depositary, and thereupon such successor Depositarydepositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company, Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Stock and any moneys or property held hereunder Deposited Securities to such successor, and shall deliver to such successor a list of the record holders Holders of all outstanding Receipts ADSs and such records, other books and other information in records maintained by such predecessor with respect to its possession relating theretofunction as Depositary hereunder. Any such successor Depositary depositary shall promptly mail notice of its appointment to the record holders Holders. The Depositary agrees that it will, after the appointment of Receiptsany successor depositary, continue to cooperate with the Company and such successor depositary to arrange for the execution of an amendment to or a replacement of the Foreign Exchange Contract, and the Depositary shall be reimbursed for its reasonable out of pocket expenses in connection therewith. Any corporation into or with which the Depositary may be merged, merged or consolidated or converted shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the name of the successor Depositary.

Resignation and Removal of the Depositary; Appointment of Successor Depositary. The Depositary may at any time resign as Depositary hereunder by delivering notice of its election to do so to the CompanyCorporation, such resignation to take effect upon the appointment of a successor Depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company Corporation by notice of such removal delivered to the Depositary, such removal to take effect upon the appointment of a successor Depositary hereunder and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company Corporation shall, within 60 sixty (60) days after the delivery of the notice of resignation or removal, as the case may be, appoint a successor Depositary, which shall be (i) a bank or trust company Person having its principal office in the United States of America and having a combined capital and surplus surplus, along with its Affiliates, of at least $150,000,00050,000,000 or (ii) an Affiliate of any such Person. In the event of such removal or resignation, the Corporation will appoint a successor depositary and inform the Depositary of the name and address of any successor depositary so appointed; provided that the Corporation shall use its best efforts to ensure that there is at all relevant times when the Series A Preferred Stock is outstanding, a person or entity appointed and serving as the Depositary; provided, further, that no failure by the Corporation to appoint such a successor depositary shall affect the termination of this Deposit Agreement or the discharge of the Corporation and the Depositary as depositary hereunder. Upon payment of all outstanding fees and expenses hereunder, the Depositary shall promptly forward to the successor depositary or its designee any shares of stock held by it and any certificates, letters, notices and other document that the Depositary may receive after its appointment has so terminated. If no successor Depositary shall have been so appointed and have accepted appointment within 60 sixty (60) days after delivery of such notice, the resigning or removed Depositary may may, at Company’s expense, petition any court of competent jurisdiction for the appointment of a successor Depositary. Every successor Depositary shall execute and deliver to its predecessor and to the Company Corporation an instrument in writing accepting its appointment hereunder, and thereupon such successor Depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor and for all purposes shall be the Depositary under this Deposit Agreement, and such predecessor, upon payment of all sums due it and on the written request of the CompanyCorporation, shall promptly execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the shares of the Series A Preferred Stock and any moneys or property held hereunder to such successor, and shall deliver to such successor a list of the record holders Record Holders of all outstanding Receipts and such records, books and other information in its possession relating thereto. Any successor Depositary shall promptly mail or transmit by such other method approved by such successor Depositary, in its reasonable discretion, notice of its appointment to the record holders Record Holders of Receipts. Any corporation Person into or with which the Depositary may be merged, consolidated or converted converted, or any Person to which all or a substantial part of the assets of the Depositary may be transferred or which succeeds to the shareholder services business of the Depositary shall be the successor of such the Depositary without the execution or filing of any document or any further act, and notice thereof shall not be required hereunder. Such successor Depositary may authenticate the Receipts in the name of the predecessor Depositary or in the its own name as successor Depositary. The removal or resignation of the successor DepositaryDepositary shall automatically be deemed to be a removal of the Depositary as Registrar and Transfer Agent herein without any further act or deed.