Common use of Surrender of American Depositary Shares and Withdrawal of Deposited Securities Clause in Contracts

Surrender of American Depositary Shares and Withdrawal of Deposited Securities. The Holder of ADSs shall be entitled to Delivery (at the Custodian’s designated office) of the Deposited Securities at the time represented by the ADSs upon satisfaction of each of the following conditions: (i) the Holder (or a duly-authorized attorney of the Holder) has duly Delivered ADSs to the Depositary at its Principal Office (and if applicable, the ADRs evidencing such ADSs) for the purpose of withdrawal of the Deposited Securities represented thereby, (ii) if applicable and so required by the Depositary, the ADRs Delivered to the Depositary for such purpose have been properly endorsed in blank or are accompanied by proper instruments of transfer in blank (including signature guarantees in accordance with standard securities industry practice), (iii) if so required by the Depositary, the Holder of the ADSs has executed and delivered to the Depositary a written order directing the Depositary to cause the Deposited Securities being withdrawn to be Delivered to or upon the written order of the Person(s) designated in such order, and (iv) all applicable fees and charges of, and expenses incurred by, the Depositary and all applicable taxes and governmental charges (as are set forth in Section 5.9 and Exhibit B) have been paid, subject, however, in each case, to the terms and conditions of the ADRs evidencing the surrendered ADSs, of this Deposit Agreement, and of the Company’s Articles of Association, to any applicable laws and the rules of Euroclear Nederland, and to any provisions of the Deposited Securities, in each case as in effect at the time thereof. Upon satisfaction of each of the conditions specified above in this Section 2.7, the Depositary (i) shall cancel the ADSs Delivered to it (and, if applicable, the ADR(s) evidencing the ADSs so Delivered), (ii) shall direct the Registrar to record the cancellation of the ADSs so Delivered on the books maintained for such purpose, and (iii) shall direct the Custodian to Deliver, or cause the Delivery of, in each case, without unreasonable delay, the Deposited Securities represented by the ADSs so canceled together with any certificate or other document of title for the Deposited Securities, or evidence of the electronic transfer thereof (if available), as the case may be, to or upon the written order of the Person(s) designated in the order delivered to the Depositary for such purpose, subject however, in each case, to the terms and conditions of this Deposit Agreement, of the ADRs evidencing the ADSs so canceled, and of the Articles of Association of the Company, to any applicable laws and the rules of Euroclear Nederland, and to the terms and conditions of the Deposited Securities, in each case as in effect at the time thereof. The Depositary shall not accept for surrender ADSs representing less than one (1) Share. In the case of Delivery to it of ADSs representing a number other than a whole number of Shares, the Depositary shall cause ownership of the appropriate whole number of Shares to be Delivered in accordance with the terms hereof, and shall, at the discretion of the Depositary, either (i) return to the Person surrendering such ADSs the number of ADSs representing any remaining fractional Share, or (ii) sell or cause to be sold the fractional Share represented by the ADSs so surrendered and remit the proceeds of such sale (net of (a) applicable fees and charges of, and expenses incurred by, the Depositary and (b) taxes withheld) to the Person surrendering the ADSs. Notwithstanding anything else contained in any ADR or this Deposit Agreement, the Depositary may make delivery at the Principal Office of the Depositary of (i) any cash dividends or cash distributions in respect of the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawal, or (ii) any proceeds from the sale of any non-cash distributions, which are at the time held by the Depositary in respect of the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawal.

Surrender of American Depositary Shares and Withdrawal of Deposited Securities. The Holder Owner of ADSs shall be entitled to Delivery delivery (at the Custodian’s designated office) of the Deposited Securities at the time represented by the ADSs upon satisfaction of each of the following conditions: (i) the Holder Owner (or a duly-authorized attorney of the HolderOwner) has duly Delivered delivered ADSs to the Depositary at its Principal Office (and if applicable, the ADRs Receipts evidencing such ADSs) for the purpose of withdrawal of the Deposited Securities represented thereby, (ii) if applicable and so required by the Depositary, the ADRs Delivered Receipts delivered to the Depositary for such purpose have been properly endorsed in blank or are accompanied by proper instruments of transfer in blank (including signature guarantees in accordance with standard securities industry practice), (iii) if so required by the Depositary, the Holder Owner of the ADSs has executed and delivered to the Depositary a written order directing the Depositary to cause the Deposited Securities being withdrawn to be Delivered delivered to or upon the written order of the Person(sperson(s) designated in such order, and (iv) all applicable fees and charges of, and expenses incurred by, the Depositary and all applicable taxes and governmental charges (as are set forth in Section 5.9 and Exhibit B) have been paid, subject, however, in each case, to the terms and conditions of the ADRs Receipts evidencing the surrendered ADSs, of this Deposit Agreement, ADSs and of the Company’s Articles of Association, to any applicable laws and the rules of Euroclear Nederland, and to any provisions of the Deposited Securities, in each case as in effect at the time thereofDeposit Agreement. Upon satisfaction of each of the conditions specified above in this Section 2.7, Thereupon the Depositary (i) shall cancel the ADSs Delivered to it (and, if applicable, the ADR(s) evidencing the ADSs so Delivered), (ii) shall direct the Registrar to record the cancellation of the ADSs so Delivered on the books maintained for such purpose, and (iii) shall direct the Custodian to Deliverdeliver as promptly as practicable at the Custodian’s designated office, or cause subject to Sections 2.6, 3.1 and 3.2 and to the Delivery of, in each case, without unreasonable delay, the Deposited Securities represented by the ADSs so canceled together with any certificate or other document terms and conditions of title for the Deposited Securities, or evidence of the electronic transfer thereof (if available), as the case may bethis Deposit Agreement, to or upon the written order of the Person(s) person or persons designated in the order delivered to the Depositary for as above provided, the amount of Deposited Securities represented by the American Depositary Shares, except that the Depositary may make delivery as promptly as practicable to such purpose, subject however, in each case, person or persons at the Principal Office of the Depositary of any dividends or distributions with respect to the terms and conditions Deposited Securities represented by the American Depositary Shares, or of this Deposit Agreementany proceeds of sale of any dividends, of the ADRs evidencing the ADSs so canceleddistributions or rights, and of the Articles of Association of the Company, to any applicable laws and the rules of Euroclear Nederland, and to the terms and conditions of the Deposited Securities, in each case as in effect which may at the time thereof. The Depositary shall not accept for surrender ADSs representing less than one (1) Share. In the case of Delivery to it of ADSs representing a number other than a whole number of Shares, the Depositary shall cause ownership of the appropriate whole number of Shares to be Delivered in accordance with the terms hereof, and shall, at the discretion of held by the Depositary, either (i) return to the Person surrendering such ADSs the number of ADSs representing any remaining fractional Share, or (ii) sell or cause to be sold the fractional Share represented by the ADSs so surrendered and remit the proceeds of such sale (net of (a) applicable fees and charges of, and expenses incurred by, the Depositary and (b) taxes withheld) to the Person surrendering the ADSs. Notwithstanding anything else contained in any ADR Receipt or this the Deposit Agreement, the Depositary may make delivery at the Principal Office of the Depositary of Deposited Property consisting of (i) any cash dividends or cash distributions in respect of the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawaldistributions, or (ii) any proceeds from the sale of any non-cash distributions, which are at the time held by the Depositary in respect of the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawal. At the request, risk and expense of any Owner so surrendering ADSs, and for the account of such Owner, the Depositary shall direct the Custodian to forward as promptly as practicable (to the extent permitted by law) any Deposited Property (other than Deposited Securities) held by the Custodian in respect of such ADSs to the Depositary for delivery as promptly as practicable at the Principal Office of the Depositary. Such direction shall be given by letter or, at the request, risk and expense of such Owner, by cable, telex or facsimile transmission.

Surrender of American Depositary Shares and Withdrawal of Deposited Securities. The Holder Owner of ADSs shall be entitled to Delivery delivery (at the Custodian’s designated office) of the Deposited Securities at the time represented by the ADSs upon satisfaction of each of the following conditions: (i) the Holder Owner (or a duly-authorized attorney of the HolderOwner) has duly Delivered delivered ADSs to the Depositary at its Principal Office (and if applicable, the ADRs Receipts evidencing such ADSs) for the purpose of withdrawal of the Deposited Securities represented thereby, (ii) if applicable and so required by the Depositary, the ADRs Delivered Receipts delivered to the Depositary for such purpose have been properly endorsed in blank or are accompanied by proper instruments of transfer in blank (including signature guarantees in accordance with standard securities industry practice), (iii) if so required by the Depositary, the Holder Owner of the ADSs has executed and delivered to the Depositary a written order directing the Depositary to cause the Deposited Securities being withdrawn to be Delivered delivered to or upon the written order of the Person(sperson(s) designated in such order, and (iv) all applicable fees and charges of, and expenses incurred by, the Depositary and all applicable taxes and governmental charges (as are set forth in Section 5.9 5.09 and Exhibit B) have been paid, subject, however, in each case, to the terms and conditions of the ADRs Receipts evidencing the surrendered ADSs, of this Deposit Agreement, ADSs and of the Company’s Articles of Association, to any applicable laws and the rules of Euroclear Nederland, and to any provisions of the Deposited Securities, in each case as in effect at the time thereofDeposit Agreement. Upon satisfaction of each of the conditions specified above in this Section 2.7, Thereupon the Depositary (i) shall cancel the ADSs Delivered to it (and, if applicable, the ADR(s) evidencing the ADSs so Delivered), (ii) shall direct the Registrar to record the cancellation of the ADSs so Delivered on the books maintained for such purpose, and (iii) shall direct the Custodian to Deliverdeliver as promptly as practicable at the Custodian’s designated office, or cause subject to Sections 2.06, 3.01 and 3.02 and to the Delivery of, in each case, without unreasonable delay, the Deposited Securities represented by the ADSs so canceled together with any certificate or other document terms and conditions of title for the Deposited Securities, or evidence of the electronic transfer thereof (if available), as the case may bethis Deposit Agreement, to or upon the written order of the Person(s) person or persons designated in the order delivered to the Depositary for such purpose, subject however, in each case, to the terms and conditions of this Deposit Agreement, of the ADRs evidencing the ADSs so canceled, and of the Articles of Association of the Company, to any applicable laws and the rules of Euroclear Nederland, and to the terms and conditions of the Deposited Securities, in each case as in effect at the time thereof. The Depositary shall not accept for surrender ADSs representing less than one (1) Share. In the case of Delivery to it of ADSs representing a number other than a whole number of Sharesabove provided, the Depositary shall cause ownership amount of the appropriate whole number of Shares to be Delivered in accordance with the terms hereof, and shall, at the discretion of the Depositary, either (i) return to the Person surrendering such ADSs the number of ADSs representing any remaining fractional Share, or (ii) sell or cause to be sold the fractional Share Deposited Securities represented by the ADSs so surrendered and remit the proceeds of such sale (net of (a) applicable fees and charges ofAmerican Depositary Shares, and expenses incurred by, the Depositary and (b) taxes withheld) to the Person surrendering the ADSs. Notwithstanding anything else contained in any ADR or this Deposit Agreement, except that the Depositary may make delivery as promptly as practicable to such person or persons at the Principal Office of the Depositary of (i) any cash dividends or cash distributions in with respect of to the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawalAmerican Depositary Shares, or (ii) of any proceeds from the of sale of any non-cash distributionsdividends, distributions or rights, which are may at the time be held by the Depositary. At the request, risk and expense of any Owner so surrendering ADSs, and for the account of such Owner, the Depositary shall direct the Custodian to forward as promptly as practicable (to the extent permitted by law) any Deposited Property (other than Deposited Securities) held by the Custodian in respect of such ADSs to the Deposited Securities represented Depositary for delivery as promptly as practicable at the Principal Office of the Depositary. Such direction shall be given by letter or, at the request, risk and expense of such Owner, by cable, telex or facsimile transmission. The Company represents and warrants that there are no restrictions under the Turkish exchange control laws (Decree No. 32 Regarding The Protection of the Value of the Turkish Currency) in force as of the date of this Deposit Agreement that are applicable to the transfer of dividends or any other rights, other than the restrictions on the right to participate in Board of Directors' or stockholders' meetings, or exercise voting rights with respect to Shares, in the absence of registration with the appropriate authorities in Turkey, which registration has not been made, arising out of the acquisition, holding or disposal of Shares withdrawn upon the surrender of a Receipt or to the receipt of Turkish Lira upon disposal of such Shares or to the conversion by or on behalf of any person that has withdrawn Shares of any such amounts denominated in Turkish Lira into any other currency, provided that any acquisition or disposition of such Shares is effected through a bank or broker authorized by the ADSs surrendered for cancellation and withdrawalTurkish Capital Markets Board.

Surrender of American Depositary Shares and Withdrawal of Deposited Securities. The Holder of this ADR (and of the ADSs evidenced hereby) shall be entitled to Delivery (at the Custodian’s designated office) of the Deposited Securities at the time represented by the ADSs evidenced hereby upon satisfaction of each of the following conditions: (i) the Holder (or a duly-authorized attorney of the Holder) has duly Delivered ADSs to the Depositary at its Principal Office the ADSs evidenced hereby (and and, if applicable, the ADRs evidencing such ADSsthis ADR) for the purpose of withdrawal of the Deposited Securities represented thereby, (ii) if applicable and so required by the Depositary, the ADRs this ADR Delivered to the Depositary for such purpose have has been properly endorsed in blank or are is accompanied by proper instruments of transfer in blank (including signature guarantees in accordance with standard securities industry practice), (iii) if so required by the Depositary, the Holder of the ADSs has executed and delivered to the Depositary a written order directing the Depositary to cause the Deposited Securities being withdrawn to be Delivered to or upon the written order of the Person(s) designated in such order, and (iv) all applicable fees and charges of, and expenses incurred by, the Depositary and all applicable taxes and governmental charges (as are set forth in Section 5.9 of, and Exhibit BB to, the Deposit Agreement) have been paid, subject, however, in each case, to the terms and conditions of the ADRs this ADR evidencing the surrendered ADSs, of this the Deposit Agreement, and of the Company’s Articles of Association, to any applicable laws and the rules of Euroclear Nederland, and to any provisions of the Deposited Securities, in each case as in effect at the time thereof. Upon satisfaction of each of the conditions specified above in this Section 2.7above, the Depositary (i) shall cancel the ADSs Delivered to it (and, if applicable, the this ADR(s) evidencing the ADSs so Delivered), (ii) shall direct the Registrar to record the cancellation of the ADSs so Delivered on the books maintained for such purpose, and (iii) shall direct the Custodian to Deliver, or cause the Delivery of, in each case, without unreasonable delay, the Deposited Securities represented by the ADSs so canceled together with any certificate or other document of title for the Deposited Securities, or evidence of the electronic transfer thereof (if available), as the case may be, to or upon the written order of the Person(s) designated in the order delivered to the Depositary for such purpose, subject however, in each case, to the terms and conditions of this the Deposit Agreement, of the ADRs this ADR evidencing the ADSs ADS so canceled, and of the Articles of Association of the Company, to any applicable laws and the rules of Euroclear Nederland, and to the terms and conditions of the Deposited Securities, in each case as in effect at the time thereof. The Depositary shall not accept for surrender ADSs representing less than one (1) Share. In the case of Delivery to it of ADSs representing a number other than a whole number of Shares, the Depositary shall cause ownership of the appropriate whole number of Shares to be Delivered in accordance with the terms hereof, and shall, at the discretion of the Depositary, either (i) return to the Person surrendering such ADSs the number of ADSs representing any remaining fractional Share, or (ii) sell or cause to be sold the fractional Share represented by the ADSs so surrendered and remit the proceeds of such sale (net of (a) applicable fees and charges of, and expenses incurred by, the Depositary and (b) taxes withheld) to the Person surrendering the ADSs. Notwithstanding anything else contained in any this ADR or this the Deposit Agreement, the Depositary may make delivery at the Principal Office of the Depositary of (i) any cash dividends or cash distributions in respect of the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawal, or (ii) any proceeds from the sale of any non-cash distributions, which are at the time held by the Depositary in respect of the Deposited Securities represented by the ADSs surrendered for cancellation and withdrawal.