Common use of Surrender of Receipts and Withdrawal of Stock Clause in Contracts

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstanding.

Appears in 14 contracts

Samples: Deposit Agreement (Allos Therapeutics Inc), Deposit Agreement (Allos Therapeutics Inc), Deposit Agreement (Cell Genesys Inc)

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Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but, except as provided below in this Section 2.7, holders of such whole shares of Stock will not thereafter be entitled to deposit such Stock hereunder or to receive Depositary Shares therefor. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money cash and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.5) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money cash and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 5 contracts

Samples: Deposit Agreement (First Financial Capital Trust II), Deposit Agreement (Great Southern Capital Trust IV), Deposit Agreement (Mb Financial Inc /Md)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.92.09). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.42.04) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstanding.

Appears in 5 contracts

Samples: Deposit Agreement (Masco Corp /De/), Deposit Agreement (Masco Corp /De/), Deposit Agreement (Masco Corp /De/)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt, including the Company, shall have the right, upon payment of any amount due to the an American Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Depositary's corporate trust office in New York City currently located at 100 Xxxx Xxxxxx or at such other office offices as the Depositary may designate for such withdrawals (and cancellation the purpose of withdrawal of the surrendered Receipts as provided in Section 2.9). After such surrenderDeposited Securities represented thereby, without unreasonable delayand upon payment of the fee of the Depositary for the delivery of deposited Securities, and subject to the terms and conditions of the Deposit Agreement, the Depositary shall deliver to the holder the whole number Holder of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder shall be entitled to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if anydelivery, to be withdrawn, deliver to the holder, him or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and any other Deposited Securities at the time represented by the deliverable portion of such money Receipt or Receipts (as defined in the Deposit Agreement). If such Stock and other property being withdrawn Deposited Securities are held in registered form, delivery of such Stock and other Deposited Securities may be made by the delivery of certificates registered in the name of such certificatesHolder or as ordered by him, documents or by delivery of title and other instruments as the Depositary may deem appropriate, certificates which, if required by the Depositarylaw, shall be properly endorsed or accompanied by proper properly executed instruments of transfer. The Depositary shall deliver the If such Stock and the money and other propertyDeposited Securities are not held in registered form, if anydelivery shall be made by book-entry delivery. Such delivery shall be made, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawalas hereinafter provided, without unreasonable delay. A Receipt or Receipts surrendered for such purposes may be required by the Depositary to be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank, and the Holder thereof shall execute and deliver to the Depositary a written order directing the Depositary to cause the Stock and any other Deposited Securities being withdrawn to be delivered to or upon the written order of a person or persons designated in such order. Thereupon the Depositary shall direct the Custodian to deliver at the main office of the Custodian in Tokyo, subject to the terms and conditions of the Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the Depositary as above provided, the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, except that the Depositary may make delivery to such person or persons at the corporate trust office in New York City of the Depositary of any dividends or distributions with respect to the Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, or of any proceeds of sale of any dividends, distributions or rights, which may at the time be held by such Depositary. Such order shall be given by letter or, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company Holder, by cable, telex or facsimile transmission. At the request and risk and expense of any Holder so surrendering a Receipt or Receipts, and for the account of such Holder, the Depositary shall direct the Custodian to forward the certificate or certificates and other proper documents or relating to title for the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts for delivery may at the corporate trust office in New York City of the Depositary. Such direction shall be madegiven in writing and mailed, without unreasonable delayfirst class airmail postage prepaid, or, at the request and risk and expense of such other place as may be designated Holder, by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment datecable, the Receipts representing Depositary Shares acquired by the Company on telex or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingfacsimile transmission.

Appears in 3 contracts

Samples: Deposit Agreement (Kyocera Corp), Deposit Agreement (Kyocera Corp), Deposit Agreement (Kyocera Corp)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of (a) an American Depositary Receipt or Receipts at the Corporate Trust Office in New York City or (b) a European Depositary Receipt with all coupons not previously designated by the Depositary for surrender and talon attached at the Principal Office in London or at the office of a ReceiptSubdepositary, including for the Companypurpose of withdrawal of the Deposited Securities represented thereby, shall have the right, and upon payment of any amount due the fee of the Depositary for the delivery of Deposited Securities and the cancellation of Receipts, and subject to the Depositary with respect to terms and conditions of this Deposit Agreement, the Receipt, to withdraw any or all holder of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver be entitled to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if anydelivery, to be withdrawn, deliver to the holder, him or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and any other Deposited Securities at the time represented by the deliverable portion of such money Receipt or Receipts (as defined in Section 2.07(c)). Delivery of such Stock and other property being withdrawn Deposited Securities may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, certificates which, if required by the Depositarylaw, shall be properly endorsed or accompanied by proper properly executed instruments of transfer. The Depositary Such delivery shall deliver the Stock and the money and other propertybe made, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawalas hereinafter provided, without unreasonable delay. An American Depositary Receipt or Receipts surrendered for such purposes may be required by the Depositary to be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank, and the holder of either an American Depositary Receipt or a European Depositary Receipt surrendered for the purpose of withdrawal shall execute and deliver to the Depositary, or Subdepositary a written order directing the Depositary to cause the Stock and any other Deposited Securities being withdrawn to be delivered to or upon the written order of a person or persons designated in such order. Thereupon the Depositary shall direct the Custodian to deliver at the main office of the Custodian in Tokyo, subject to Sections 2.07, 3.01 and 3.02, and to the other terms and conditions of this Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the Depositary or Subdepositary as above provided, the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, except that the Depositary may make delivery to such person or persons at the Corporate Trust Office in New York City, at the Principal Office in London or at the office of one of the Subdepositaries, as designated by the holder in such written order, of any dividends or distributions with respect to the Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, or of any proceeds of sale of any such dividends, distributions or rights, which may at which the time be held by such Receipts were surrendered, except thatDepositary. Such direction shall be given by letter or, at the request, risk and expense of the Company holder, by cable, telex or facsimile transmission. At the request and risk and expense of any holder so surrendering a Receipt or Receipts, and for the account of such holder, the Depositary shall direct the Custodian to forward the certificate or certificates and other proper documents of title for the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts for delivery may be made, without unreasonable delayat the Corporate Trust Office in New York City, at such other place the Principal Office in London or at the office of a Subdepositary, as may be designated by the Companyholder. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation Such direction shall be deemed to be outstandinggiven in writing and mailed, first class air mail postage prepaid, or, at the request and risk and expense of such holder, by cable, telex or facsimile transmission.

Appears in 2 contracts

Samples: Deposit Agreement (Mitsui & Co LTD), Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt, including this Receipt at the Company, shall have corporate trust office of the right, Depositary in New York City and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing such Depositary Shares at by a holder thereof to the Corporate OfficeDepositary, or at such other office then as a result of, and to the Depositary may designate for such withdrawals (and cancellation extent required by, the operation of applicable provisions of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delayJapanese Commercial Code or any other Japanese law, the Depositary shall deliver will effect the delivery to the such holder the whole of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or such other number of shares of Stock as the Articles of Incorporation of the Company may designate as a "Unit of Shares") or an integral multiple thereof (the "deliverable portion" of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares evidenced by such Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and all such money and other propertyDeposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt, including this Receipt at the Company, shall have corporate trust office of the right, Depositary in New York City and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing such Depositary Shares at by a holder thereof to the Corporate OfficeDepositary, or at such other office then as a result of, and to the Depositary may designate for such withdrawals (and cancellation extent required by, the operation of applicable provisions of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delayJapanese Commercial Code or any other Japanese law, the Depositary shall deliver will effect the delivery to the such holder the whole of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or such other number of shares of Stock as the Articles of Incorporation of the Company may designate as a “Unit of Shares”) or an integral multiple thereof (the “deliverable portion” of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares evidenced by such Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and all such money and other propertyDeposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Mitsui & Co LTD), Deposit Agreement (Citibank,N.A./ADR)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.04) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Sunamerica Capital Trust Ii), Deposit Agreement (Sunamerica Inc)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Joy Global Inc), Deposit Agreement (Plum Creek Timber Co Inc)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of this Receipt at the principal office of the Depositary in London or at the office of a ReceiptSubdepositary, including the Company, shall have the right, and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing by a holder thereof to the Depositary, then as a result of, and to the extent required by, the operation of applicable provisions of the Japanese Commercial Code or any other Japanese law the Depositary will affect the delivery to such Depositary Shares at the Corporate Office, holder of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock as the Articles of Incorporation of the Company may designate as a "Unit of Shares") or an integral multiple thereof (the "deliverable portion" of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares and all European Depositary Shares evidenced by such money Receipt or Receipts and other propertyby any American Depositary Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and Deposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Mitsui & Co LTD), Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. [Include applicable restrictions on withdrawal of underlying securities.] Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts (unless the related Depositary Shares have previously been called for redemption) and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the [Local] Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.5) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares; provided, however, that the Depositary shall not issue any Receipt evidencing a fractional Depositary Share. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an Eligible Guarantor Institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. Subject to Sections 2.8 and 3.2, the Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Griffon Corp), Deposit Agreement (Clopay Building Products Company, Inc.)

Surrender of Receipts and Withdrawal of Stock. Upon surrender of a Receipt or Receipts at the Depositary's Office or at such other offices as it may designate for the purpose of effecting a split-up or combination of such Receipt or Receipts, and subject to the terms and conditions of this Deposit Agreement, the Depositary shall execute and deliver a new Receipt or Receipts to the holder thereof or to such holder's order in the denominations requested, evidencing the aggregate number of Depositary Shares evidenced by the Receipt or Receipts surrendered. The Depositary shall give prompt notice of such action and the certificate numbers to the Registrar, if applicable, for the purpose of recording such split-up or consolidation. Any holder of a Receipt, including the Company, shall have the right, upon payment Receipt or Receipts representing any number of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of StockStock may (unless the related Depositary Shares have previously been called for redemption) represented by withdraw the number of whole shares of Stock underlying such Depositary Shares and all money and other property, if any, represented by such Depositary Shares thereby by surrendering the such Receipt or Receipts evidencing such Depositary Shares Receipts, at the Corporate Office, Depositary's Office or at such other office offices as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrenderThereafter, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of whole shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to deposit such Stock hereunder or to receive Depositary Shares therefor. If the a Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of whole shares of Stock to be so withdrawn, the Depositary shall at the same time, in addition to such whole number of whole shares of Stock and such money and other property, if any, to be so withdrawn, deliver to the such holder, or (subject to Section 2.4Sections 2.04 and 3.02) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary SharesShares not withdrawn. Delivery of the Stock and such money and other property property, if any, being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which. If the Stock and the money and other property, if required by any, being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary, shall and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by proper instruments a properly executed instrument of transfertransfer in blank. The Depositary shall deliver Delivery of the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal shall be made by the Depositary at the office at which such Receipts were surrenderedDepositary's Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Ohio Casualty Corp), Deposit Agreement (Endurance Specialty Holdings LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.04) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (McMoran Exploration Co /De/), Deposit Agreement (Freeport McMoran Copper & Gold Inc)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Companysuch holder. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed * This Section to be outstandingmodified to reflect any restrictions on withdrawal of underlying securities.

Appears in 2 contracts

Samples: Deposit Agreement (McKesson Corp), Deposit Agreement (First State Bancorporation)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt, including the Company, shall have the right, upon payment of any amount due to the an American Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Depositary's corporate trust office in New York City currently located at III Wall Street or at such other office offices as the Depositary may designate for such withdrawals (and cancellation the purpose of withdrawal of the surrendered Receipts as provided in Section 2.9). After such surrenderDeposited Securities represented thereby, without unreasonable delayand upon payment of the fee of the Depositary for the delivery of Deposited Securities, and subject to the terms and conditions of the Deposit Agreement, the Depositary shall deliver to the holder the whole number Holder of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder shall be entitled to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if anydelivery, to be withdrawn, deliver to the holder, him or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and any other Deposited Securities at the time represented by the deliverable portion of such money Receipt or Receipts (as defined in the Deposit Agreement). If such Stock and other property being withdrawn Deposited Securities are held in registered form, delivery of such Stock and other Deposited Securities may be made by the delivery of certificates registered in the name of such certificatesHolder or as ordered by him, documents or by the delivery of title and other instruments as the Depositary may deem appropriate, certificates which, if required by the Depositarylaw, shall be properly endorsed or accompanied by proper properly executed instruments of transfer. The Depositary shall deliver the If such Stock and the money and other propertyDeposited Securities are not held in registered form, if anydelivery shall be made by book-entry delivery. Such delivery shall be made, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawalas hereinafter provided, without unreasonable delay. A Receipt or Receipts surrendered for such purposes may be required by the Depositary to be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank, and the Holder thereof shall execute and deliver to the Depositary a written order directing the Depositary to cause the Stock and any other Deposited Securities being withdrawn to be delivered to or upon the written order of a person or persons designated in such order. Thereupon the Depositary shall direct the Custodian to deliver at the main office of the Custodian in Tokyo, subject to the terms and conditions of the Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the Depositary as above provided, the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, except that the Depositary may make delivery to such person or persons at the corporate trust office in New York City of the Depositary of any dividends or distributions with respect to the Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, or of any proceeds of sale of any dividends, distributions or rights, which may at the time be held by such Depositary. Such order shall be given by letter or, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company Holder, by cable, telex or facsimile transmission. At the request and risk and expense of any Holder so surrendering a Receipt or Receipts, and for the account of such Holder, the Depositary shall direct the Custodian to forward the certificate or certificates and other proper documents of or relating to title for the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts for delivery may at the corporate trust office in New York City of the Depositary. Such direction shall be madegiven in writing and mailed, without unreasonable delayfirst class airmail postage prepaid, or, at the request and risk and expense of such other place as may be designated Holder, by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment datecable, the Receipts representing Depositary Shares acquired by the Company on telex or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingfacsimile transmission.

Appears in 2 contracts

Samples: Deposit Agreement (Kyocera Corp), Deposit Agreement (Kyocera Corp)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Adjustable Rate Depositary Shares and all money and other property, if any, represented evidenced by such Depositary Shares Receipts by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Adjustable Rate Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such shares of Stock will not thereafter be entitled to deposit such shares of Stock hereunder or to receive Adjustable Rate Depositary Shares therefor. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Adjustable Rate Depositary Shares in excess of the number of whole Adjustable Rate Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawnStock, deliver to the holder, or (subject to Section 2.4) upon its order, such holder a new Receipt or Receipts evidencing such excess number of whole Adjustable Rate Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstanding.5

Appears in 2 contracts

Samples: Deposit Agreement Deposit Agreement (El Paso Natural Gas Co), Agreement and Plan of Merger (El Paso Natural Gas Co)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money cash and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.5) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money cash and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 2 contracts

Samples: Deposit Agreement (Yahoo Inc), Deposit Agreement (Americredit Capital Trust I)

Surrender of Receipts and Withdrawal of Stock. 2/ Any --------------------------------------------- holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt /2/ This section to be modified to reflect any restriction on withdrawal of underlying securities. or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Torchmark Corp)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of this Receipt at the corporate trust office of the Depositary in New York City, at the Depositary's principal office in London or at the office of a Receipt, including the Company, shall have the right, Subdepositary and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing such Depositary Shares at by a holder thereof to the Corporate OfficeDepositary, or at such other office then as a result of, and to the Depositary may designate for such withdrawals (and cancellation extent required by, the operation of applicable provisions of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delayJapanese Commercial Code or any other Japanese law, the Depositary shall deliver will effect the delivery to the such holder the whole of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or such other number of shares of Stock as the Articles of Incorporation of the Company may designate as a "Unit of 41 Share") or an integral multiple thereof (the "deliverable portion" of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares and all European Depositary Shares evidenced by such money Receipt or Receipts and other propertyby any European Depositary Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and Deposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the this Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Depositary's Office or at such other office offices as the Depositary may designate for of a Holder's written order directing the Depositary to cause the Deposited Securities represented by the American Depositary Shares evidenced by this Receipt to be withdrawn and delivered to or upon the written order of the person or persons designated in such withdrawals order along with a certificated Receipt (and properly endorsed in blank or accompanied by proper instruments of transfer in blank, to the extent required by the Depositary) or, in the case of a Direct Registration Receipt, proper instruments of transfer in blank, to the extent required by the Depositary, the Depositary shall (i) cancel such certificated Receipt or make a notation on the Direct Registration System reflecting the cancellation of such Direct Registration Receipts, as the surrendered Receipts as provided in Section 2.9). After such surrendercase may be, and (ii) direct the Custodian to deliver without unreasonable delay, the Depositary shall deliver subject to the holder Deposit Agreement and to the whole number provisions of shares or governing Deposited Securities, to or upon the written order of the person or persons designated in such order, the deliverable portion (as defined below) of such Stock and all such money and other property, if any, Deposited Securities at the time represented by the Depositary Shares evidenced by such Receipt, and the Receipt or Receipts Custodian shall so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with deliver such withdrawal shall evidence a number deliverable portion of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delayDeposited Securities, at the office at which such Receipts were surrenderedof the Custodian, except thatthat the Depositary may, at the request, risk and expense of the Company Holder make delivery of such delivery may be made, Deposited Securities without unreasonable delaydelay to such person or persons at the Depositary's Office or at any other place specified by the Holder in such order. Notwithstanding the foregoing, at to the extent required by the operation of applicable provisions of the Japanese Commercial Code or any other Japanese law the Depositary will effect the delivery to such holder of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a Unit of 100 shares of Stock (or such other place number of shares of Stock as the Articles of Incorporation of the Company may designate as a “Unit of Shares”) or an integral multiple thereof (the “deliverable portion” of such Receipt or Receipts). For the purpose of the foregoing sentences, the deliverable portion shall be designated determined on the basis of the aggregate number of shares of Stock represented by the Company. For purposes entire amount of determining the number of American Depositary Shares outstanding on any dividend payment dateevidenced by such Receipt or Receipts, surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and Deposited Securities, if any, represented by the non-deliverable portion of such Receipt or Receipts and shall deliver to such holder a new American Depositary Receipt evidencing such non-deliverable portion. In addition, the Receipts representing Depositary shall notify such holder of the additional amount of American Depositary Shares acquired which such holder would be required to surrender in order for the Depositary to effect delivery of all the Stock and Deposited Securities represented by the Company on American Depositary Shares of such holder. Notwithstanding any provision of the Deposit Agreement or prior to such dividend payment date and not theretofore delivered this Receipt to the contrary, the Depositary may restrict withdrawals of Deposited Securities only for withdrawal and cancellation shall be deemed the reasons set forth in General Instruction I.A.(1) to be outstandingForm F-6 under the Securities Act of 1933.

Appears in 1 contract

Samples: Deposit Agreement (Honda Motor Co LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt or proper instructions (in the case of a Direct Registration Receipt) at the Office of the Depositary for the purpose of withdrawal of the Deposited Securities represented thereby, including the Company, shall have the right, and upon payment of any amount due the fee of the Depositary for the cancellation of Receipts, and subject to the Depositary with respect terms and conditions of this Deposit Agreement, the Company’s Articles of Association and the Deposited Securities, the Holder of such Receipt shall be entitled to the Receiptdelivery, to withdraw any him or all upon his order, of the Stock (but only in whole shares amount of Stock) represented by Deposited Securities at the Depositary Shares and all money and other property, if any, time represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary SharesReceipt. Delivery of the Stock and such money and other property being withdrawn Deposited Securities may be made by the delivery of certificates to such certificatesHolder or as ordered by him. Such delivery shall be made, documents of title and other instruments as the Depositary hereinafter provided, without unreasonable delay. A Receipt surrendered for such purposes may deem appropriate, which, if be required by the Depositary, shall Depositary to be properly endorsed in blank (in the case of a certificated Receipt) or accompanied by proper instruments of transfertransfer in blank (in the case of any Receipts), and the Holder thereof shall execute and deliver 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 or persons designated in such order. The Thereupon the Depositary shall direct the Custodian to deliver at the Stock Stockholm office of the Custodian, subject to Sections 2.06, 3.01 and 3.02, and to the money other terms and conditions of this Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the Depositary as above provided, the amount of Deposited Securities represented by such Receipt, except that the Depositary may make delivery to such person or persons at the Office of the Depositary of any dividends or distributions with respect to the Deposited Securities represented by such Receipt, or of any proceeds of sale of any dividends, distributions or rights, which may at the time be held by the Depositary. At the request, risk and expense of any Holder so surrendering a Receipt, and for the account of such Holder, the Depositary shall direct the Custodian to forward a certificate or certificates and other property, if any, proper documents of title for the Deposited Securities represented by such Receipt to the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, delivery at the office at which such Receipts were surrendered, except thatOffice of the Depositary. Such direction shall be given by letter or, at the request, risk and expense of such Holder, by cable, telex or facsimile transmission. Notwithstanding any provision of this Deposit Agreement or the Company Receipts to the contrary, the Depositary may restrict withdrawals of Deposited Securities only for the reasons set forth in General Instruction I.A.(l) to Form F-6 (as such delivery instructions may be made, without unreasonable delay, at such other place as may be designated by amended from time to time) under the Company. For purposes Securities Act of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstanding1933.

Appears in 1 contract

Samples: Deposit Agreement (Aktiebolaget Electrolux)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts (unless the related Depositary Shares have previously been called for redemption) and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.5) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares; provided, however, that the Depositary shall not issue any Receipt evidencing a fractional Depositary Share. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Immunomedics Inc)

Surrender of Receipts and Withdrawal of Stock. 2 Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts (unless the related Depositary Shares have previously been called for redemption) and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.5) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares; provided, however, that the Depositary shall not issue any Receipt evidencing a fractional Depositary Share. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Wynn Resorts LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Preferred Stock will not thereafter be entitled to deposit such Preferred Stock hereunder or to receive Depositary Shares thereafter. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Patterson Energy Inc)

Surrender of Receipts and Withdrawal of Stock. Any --------------------------------------------- holder of a Receipt, including the Company, shall have the right, upon payment Receipt or Receipts representing any number of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of StockStock (or such holder's duly authorized attorney) may withdraw the Stock and all money and other property, if any, represented thereby by surrendering such Receipt or Receipts at the Depositary's Office or at such other offices as the Depositary may designate for such withdrawals. If such holder's Depositary Shares are being held by DTC or its nominee pursuant to Section 2.01, such holder shall request, in accordance with Section 2.11, withdrawal from the book-entry system of the number of Depositary Shares specified in the preceding sentence. Thereafter, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the number of whole shares of Stock and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to receive Depositary Shares in exchange therefor. If the a Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of whole shares of Stock to be so withdrawn, the Depositary shall at the same time, in addition to such whole number of whole shares of Stock and such money and other property, if any, to be so withdrawn, deliver to the such holder, or (subject to Section 2.42.06) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. In no event will fractional shares of Stock (or cash in lieu thereof) be distributed by the Depositary. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Stock delivered pursuant to the preceding paragraph may be endorsed with or have incorporated in the text thereof such legends or recitals or changes not inconsistent with the provisions of this Deposit Agreement as may be required by the Depositary or required to comply with any applicable law or any regulation thereunder or with the rules and regulations of any securities exchange upon which the Stock may be listed or to conform with any usage with respect thereto, or to indicate any special limitations or restrictions to which any particular shares of Stock are subject. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the Record Holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank. Delivery of the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal shall be made by the Depositary at the office at which such Receipts were surrenderedDepositary's Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Mattel Inc /De/)

Surrender of Receipts and Withdrawal of Stock. (*) Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.04) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Sunamerica Capital Trust Iv)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of this Receipt at the corporate trust office of the Depositary in New York City, at the Depositary's principal office in London or at the office of a Receipt, including the Company, shall have the right, Subdepositary and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing such Depositary Shares at by a holder thereof to the Corporate OfficeDepositary, or at such other office then as a result of, and to the Depositary may designate for such withdrawals (and cancellation extent required by, the operation of applicable provisions of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delayJapanese Commercial Code or any other Japanese law, the Depositary shall deliver will effect the delivery to the such holder the whole of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or such other number of shares of Stock as the Articles of Incorporation of the Company may designate as a "Unit of Shares") or an integral multiple thereof (the "deliverable portion" of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares and all European Depositary Shares evidenced by such money Receipt or Receipts and other propertyby any European Depositary Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and Deposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder --------------------------------------------- of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) _____________________________ * This Section to be modified to reflect any restrictions on withdrawal of underlying securities. represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Leap Wireless International Inc)

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Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of this Receipt at the principal office of the Depositary in London or at the office of a ReceiptSubdepositary, including the Company, shall have the right, and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing by a holder thereof to the Depositary, then as a result of, and to the extent required by, the operation of applicable provisions of the Japanese Commercial Code or any other Japanese law the Depositary will affect the delivery to such Depositary Shares at the Corporate Office, holder of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock as the Articles of Incorporation of the Company may designate as a “Unit of Shares”) or an integral multiple thereof (the “deliverable portion” of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares and all European Depositary Shares evidenced by such money Receipt or Receipts and other propertyby any American Depositary Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and Deposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but, except as provided below in this Section 2.7, holders of such whole shares of Stock will not thereafter be entitled to deposit such Stock hereunder or to receive Depositary Shares therefor. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money cash and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.5) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money cash and other property being withdrawn may be made by the delivery of such certificates, documents of title and other 7NEXT PAGE instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Itla Capital Corp)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Preferred Stock will not thereafter be entitled to deposit such Preferred Stock hereunder or to receive Depositary Shares thereafter. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.04) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so __________________________________ * This Section to be modified to reflect any restrictions on withdrawal of underlying securities. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Nabors Industries Inc)

Surrender of Receipts and Withdrawal of Stock. Upon surrender of a Receipt or Receipts at the Depositary's Office or at such other offices as it may designate for the purpose of effecting a split-up or combination of such Receipt or Receipts, and subject to the terms and conditions of this Deposit Agreement, the Depositary shall execute and deliver a new Receipt or Receipts in the authorized denomination or denominations requested, evidencing the aggregate number of Depositary Shares evidenced by the Receipt or Receipts surrendered. Any holder of a Receipt, including the Company, shall have the right, upon payment Receipt or Receipts representing any number of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by Stock may withdraw the Depositary Shares Stock and all money and other property, if any, represented by such Depositary Shares thereby by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Depositary's Office or at such other office offices as the Depositary may designate for such withdrawals (and cancellation withdrawals. Upon payment of the surrendered Receipts fees of the Depositary for the withdrawal of Stock as provided in Section 2.9). After such surrender, 5.07 and payment of all taxes and without unreasonable delay, the Depositary shall deliver to such holder or to the person or persons designated by such holder as hereinafter provided, the whole number of whole shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to deposit such stock hereunder or to receive Depositary Shares therefor. If the a Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of whole shares of Stock to be so withdrawn, the Depositary shall at the same time, in addition to such whole number of whole shares of Stock and such money and other property, if any, to be so withdrawn, deliver to the such holder, or (subject pursuant to his order, upon payment of the fees of the Depositary for the withdrawal of Stock as provided in Section 2.4) upon its order5.07 and payment of all taxes, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property property, if any, being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which. If the Stock and the money and other property, if required any, being withdrawn are to be delivered to a person or persons other than the holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for the Depositary, shall withdrawal of such shares of Stock be properly endorsed in blank or accompanied by proper instruments a properly executed instrument of transfertransfer in blank. The Depositary shall deliver Delivery of the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal shall he made by the Depositary at the office at which such Receipts were surrenderedDepositary's Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Ixc Communications Inc)

Surrender of Receipts and Withdrawal of Stock. Upon surrender of a Receipt or Receipts at the Depositary's Office or at such other offices as it may designate for the purpose of effecting a split-up or combination of such Receipt or Receipts, and subject to the terms and conditions of this Deposit Agreement, the Depositary shall execute and deliver a new Receipt or Receipts to the holder thereof or to such holder's order in the denominations requested, evidencing the aggregate number of Depositary Shares evidenced by the Receipt or Receipts surrendered. The Depositary shall give prompt notice of such action and the certificate numbers to the Registrar, if applicable, for the purpose of recording such split-up or consolidation. Any holder of a Receipt, including the Company, shall have the right, upon payment Receipt or Receipts representing any number of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of StockStock may (unless the related Depositary Shares have previously been called for redemption) represented by withdraw the number of whole shares of Stock underlying such Depositary Shares and all money and other property, if any, represented by such Depositary Shares thereby by surrendering the such Receipt or Receipts evidencing such Depositary Shares Receipts, at the Corporate Office, Depositary's Office or at such other office offices as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrenderThereafter, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of whole shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to deposit such Stock hereunder or to receive Depositary Shares therefor. If the a Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of whole shares of Stock to be so withdrawn, the Depositary shall at the same time, in addition to such whole number of whole shares of Stock and such money and other property, if any, to be so withdrawn, deliver to the such holder, or (subject to Section 2.4Sections 2.4 and 3.2) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary SharesShares not withdrawn. Delivery of the Stock and such money and other property property, if any, being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which. If the Stock and the money and other property, if required by any, being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary, shall and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by proper instruments a properly executed instrument of transfertransfer in blank. The Depositary shall deliver Delivery of the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal shall be made by the Depositary at the office at which such Receipts were surrenderedDepositary's Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Global Signal Inc)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of a Receipt, including the Company, shall have the right, upon payment of any amount due to the an American Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Depositary’s corporate trust office in New York City currently located at 100 Xxxx Xxxxxx or at such other office offices as the Depositary may designate for such withdrawals (and cancellation the purpose of withdrawal of the surrendered Receipts as provided in Section 2.9). After such surrenderDeposited Securities represented thereby, without unreasonable delayand upon payment of the fee of the Depositary for the delivery of deposited Securities, and subject to the terms and conditions of the Deposit Agreement, the Depositary shall deliver to the holder the whole number Holder of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder shall be entitled to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if anydelivery, to be withdrawn, deliver to the holder, him or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and any other Deposited Securities at the time represented by the deliverable portion of such money Receipt or Receipts (as defined in the Deposit Agreement). If such Stock and other property being withdrawn Deposited Securities are held in registered form, delivery of such Stock and other Deposited Securities may be made by the delivery of certificates registered in the name of such certificatesHolder or as ordered by him, documents or by delivery of title and other instruments as the Depositary may deem appropriate, certificates which, if required by the Depositarylaw, shall be properly endorsed or accompanied by proper properly executed instruments of transfer. The Depositary shall deliver the If such Stock and the money and other propertyDeposited Securities are not held in registered form, if anydelivery shall be made by book-entry delivery. Such delivery shall be made, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawalas hereinafter provided, without unreasonable delay. A Receipt or Receipts surrendered for such purposes may be required by the Depositary to be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank, and the Holder thereof shall execute and deliver to the Depositary a written order directing the Depositary to cause the Stock and any other Deposited Securities being withdrawn to be delivered to or upon the written order of a person or persons designated in such order. Thereupon the Depositary shall direct the Custodian to deliver at the main office of the Custodian in Tokyo, subject to the terms and conditions of the Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the Depositary as above provided, the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, except that the Depositary may make delivery to such person or persons at the corporate trust office in New York City of the Depositary of any dividends or distributions with respect to the Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts, or of any proceeds of sale of any dividends, distributions or rights, which may at the time be held by such Depositary. Such order shall be given by letter or, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company Holder, by cable, telex or facsimile transmission. At the request and risk and expense of any Holder so surrendering a Receipt or Receipts, and for the account of such Holder, the Depositary shall direct the Custodian to forward the certificate or certificates and other proper documents or relating to title for the amount of Stock and any other Deposited Securities represented by the deliverable portion of such Receipt or Receipts for delivery may at the corporate trust office in New York City of the Depositary. Such direction shall be madegiven in writing and mailed, without unreasonable delayfirst class airmail postage prepaid, or, at the request and risk and expense of such other place as may be designated Holder, by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment datecable, the Receipts representing Depositary Shares acquired by the Company on telex or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingfacsimile transmission.

Appears in 1 contract

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

Surrender of Receipts and Withdrawal of Stock. 2 Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. 2 This section to be modified to reflect any restriction on withdrawal of underlying securities. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Torchmark Capital Trust III)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender at the Corporate Trust Office of the Depositary of a ReceiptReceipt evidencing American Depositary Shares for the purpose of withdrawal of the Deposited Securities represented thereby, including the Company, shall have the right, and upon payment of any amount due the fee of the Depositary for the cancellation of Receipts, and subject to the Depositary with respect terms and conditions of this Deposit Agreement, the Holder of such Receipt shall be entitled to the Receiptdelivery, to withdraw any him or all upon his order, of the Stock (but only in whole shares amount of Stock) represented by Deposited Securities at the Depositary Shares and all money and other property, if any, time represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary SharesReceipt. Delivery of the Stock and such money and other property being withdrawn Deposited Securities may be made by the delivery of certificates to such certificatesHolder or as ordered by him. Such delivery shall be made, documents of title and other instruments as the Depositary hereinafter provided, without unreasonable delay. A Receipt surrendered for such purposes may deem appropriate, which, if be required by the Depositary, shall Depositary to be properly endorsed in blank or accompanied by proper instruments of transfertransfer in blank, and the Holder thereof shall execute and deliver 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 or persons designated in such order. The Thereupon the Depositary shall direct the Custodian to deliver at the Stock Dublin office of the Custodian, subject to Sections 2.6, 3.1 and 3.2, and to the money other terms and conditions of this Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the Depositary as above provided, the amount of Deposited Securities represented by such Receipt, except that the Depositary may take delivery to such person or persons at the Corporate Trust Office of the Depositary of any dividends or distributions with respect to the Deposited Securities represented by such Receipt, or of any proceeds of sale of any dividends, distributions or rights, which may at the time be held by the Depositary. At the request, risk and expense of any Holder so surrendering a Receipt, and for the account of such Holder, the Depositary shall direct the Custodian to forward a certificate or certificates and other property, if any, proper documents of title for the Deposited Securities represented by such Receipt to the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, deliver at the office at which such Receipts were surrendered, except thatCorporate Trust Office of the Depositary. Such direction shall be given by letter or, at the request, risk and expense of the Company such delivery may be madeHolder, without unreasonable delayby cable, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on telex or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingfacsimile transmission.

Appears in 1 contract

Samples: Deposit Agreement (Elan Corp PLC)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.04) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer or endorsement in blank. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal at the office at which such Receipts were surrenderedCorporate Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Companysuch holder. For purposes of determining the number Holders of Depositary Shares outstanding on any dividend payment dateshall be entitled to receive whole shares of the related series of Stock, but holders of such whole shares of Stock will not thereafter be entitled to deposit such shares of Stock with the Receipts representing Depositary or to receive Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingtherefor.

Appears in 1 contract

Samples: Deposit Agreement (Travelers Capital Vii)

Surrender of Receipts and Withdrawal of Stock. Any holder Holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares shares and all money and other propertyProperty, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate Designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder Holder the whole number of shares Shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder Holder to the Depositary in connection with such withdrawal Withdrawal shall evidence a number of Depositary Shares shares in excess of the number Number of whole Depositary Shares representing the whole number of shares Shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares Shares of Stock and such money and other propertyProperty, if any, to be withdrawn, deliver to the holderHolder, or (subject to Section 2.4) upon its order, a new New Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstanding.

Appears in 1 contract

Samples: Deposit Agreement (Maxim Pharmaceuticals Inc)

Surrender of Receipts and Withdrawal of Stock. Any holder Upon surrender of this Receipt at the corporate trust office of the Depositary in New York City, at the Depositary’s principal office in London or at the office of a Receipt, including the Company, shall have the right, Subdepositary and upon payment of any amount due the fee of the Depositary provided in paragraph (10) of this Receipt, and subject to the Depositary with respect to the Receipt, to withdraw any or all terms and conditions of the Deposit Agreement, the holder hereof is entitled to delivery to him or upon his order of the amount of Stock (but only in whole shares and any other Deposited Securities at the time represented hereby; provided, however, that upon surrender of Stock) represented by the Depositary Shares and all money and other property, if any, represented by such Depositary Shares by surrendering the a Receipt or Receipts evidencing such Depositary Shares at by a holder thereof to the Corporate OfficeDepositary, or at such other office then as a result of, and to the Depositary may designate for such withdrawals (and cancellation extent required by, the operation of applicable provisions of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delayJapanese Commercial Code or any other Japanese law, the Depositary shall deliver will effect the delivery to the such holder the whole of only that portion of Stock (and any other Deposited Securities relating to such Stock) comprising a unit of 1,000 shares of Stock (or such other number of shares of Stock as the Articles of Incorporation of the Company may designate as a “Unit of Shares”) or an integral multiple thereof (the “deliverable portion” of such Receipt or Receipts). For the purpose of the foregoing sentence, the deliverable portion shall be determined on the basis of the aggregate number of shares of Stock represented by the entire amount of the American Depositary Shares and all European Depositary Shares evidenced by such money Receipt or Receipts and other propertyby any European Depositary Receipt or Receipts surrendered by the same holder at the same time. The Depositary will promptly advise such holder as to the amount of Stock and Deposited Securities, if any, represented by the Depositary Shares evidenced by the non-deliverable portion of such Receipt or Receipts so surrendered for withdrawaland shall deliver to such holder a new Receipt evidencing such non-deliverable portion. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawnIn addition, the Depositary shall at notify such holder of the same time, additional amount of Depositary Shares which such holder would be required to surrender in addition order for the Depositary to such whole number effect delivery of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of all the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver the Stock and the money and other property, if any, Deposited Securities represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which of such Receipts were surrendered, except that, at the request, risk and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Mitsui & Co LTD)

Surrender of Receipts and Withdrawal of Stock. Upon surrender of a Receipt or Receipts at the Depositary's Office or at such other offices as it may designate for the purpose of effecting a split-up or combination of such Receipt or Receipts, and subject to the terms and conditions of this Deposit Agreement, the Depositary shall execute and deliver a new Receipt or Receipts in the authorized denomination or denominations requested, evidencing the aggregate number of Depositary Shares evidenced by the Receipt or Receipts surrendered. Any holder of a Receipt, including the Company, shall have the right, upon payment Receipt or Receipts representing any number of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) represented by Stock may withdraw the Depositary Shares and all money and other property, if any, represented by such Depositary Shares Stock by surrendering the such Receipt or Receipts evidencing such Depositary Shares Receipts, at the Corporate Office, Depositary's Office or at such other office offices as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrenderThereafter, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of whole shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to deposit such Stock hereunder or to receive Depositary Shares therefor; provided, however, that a record holder who withdraws Stock in order to demand appraisal rights available under Delaware General Corporation Law (the "DGCL"), will, subject to certain conditions described below, be entitled to redeposit such Stock with the Depositary and to receive Receipts evidencing Depositary Shares therefor in the event (i) such record holder subsequently withdraws such demand for appraisal pursuant to Section 262(e) of the DGCL, (ii) appraisal rights are not available for such Stock pursuant to Section 262 of the DGCL or (iii) such record holder loses or otherwise fails to perfect his rights to appraisal. In order to redeposit Stock with the Depositary, such a record holder must deliver the certificates for such Stock, properly endorsed or accompanied, if required by the Depositary, by a duly executed instrument of transfer or endorsement, in form satisfactory to the Depositary, together with instructions that such Stock be so deposited, to the Depositary's office or to such other offices as the Depositary may designate by not later than the 30th day after the earlier of (i) the withdrawal of such demand for appraisal by such record holder, (ii) notice by the Company that appraisal rights are not available for such Stock or (iii) the date on which such record holder loses or otherwise fails to perfect his rights to appraisal. The Company will notify any record holder of Receipts who so withdraws Stock in the event appraisal rights in respect of Stock are not available. Any shares so redeposited must be free and clear of any lien, security interest or pledge and a holder may be required to provide certification of the foregoing and such other certifications as may be required by the Depositary in accordance with this Agreement. In addition, if required by the Depositary, Stock presented for redeposit shall also be accompanied by (A) an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt transfer to the Depositary of any dividend or right to subscribe for additional Stock or to receive other property which such record holder may thereafter receive upon or in respect of such redeposited Stock, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary, and (B) a proxy or proxies entitling the Depositary to vote such redeposited Stock for any and all purposes until the Stock is transferred and recorded on the register of stockholders of the Company in the name of the Depositary or its nominee. If the a Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of whole shares of Stock to be so withdrawn, the Depositary shall at the same time, in addition to such whole number of whole shares of Stock and such money and other property, if any, to be so withdrawn, deliver to the holder, or (subject to Section 2.4) upon its order, such holder a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate. If the Stock being withdrawn is to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, which, if required such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by the Depositary, shall such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by proper instruments a properly executed instrument of transfertransfer in blank. The Depositary shall deliver Delivery of the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal shall be made by the Depositary at the Depositary's office or at which such Receipts were surrenderedother offices as the Depositary may designate, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Anadarko Petroleum Capital Trust I)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares and all money and other property, if any, represented evidenced by such Depositary Shares Receipts by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such shares of Stock will not thereafter be entitled to deposit such shares of Stock hereunder or to receive Depositary Shares therefor. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawnStock, deliver to the holder, or (subject to Section 2.4) upon its order, such holder a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock being withdrawn is to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer or endorsement in blank. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal at the office at which such Receipts were surrenderedCorporate Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (El Paso Energy Corp/De)

Surrender of Receipts and Withdrawal of Stock. Any holder --------------------------------------------- Record Holder of a Receipt, including the Company, shall have the right, upon payment Receipt or Receipts representing any number of any amount due to the Depositary with respect to the Receipt, to withdraw any or all of the Stock (but only in whole shares of Stock) Stock (or such Record Holder's duly authorized attorney), unless the related Depositary Shares have been previously called for redemption, may withdraw the Stock and all money and other property, if any, represented thereby by surrendering such Receipt or Receipts at the Depositary's Office or at such other offices as the Depositary may designate for such withdrawals. If such Record Holder's Depositary Shares are being held by DTC or its nominee pursuant to Section 2.1, such Record Holder shall request, in accordance with Section 2.9, withdrawal from the book-entry system of the number of Depositary Shares specified in the preceding sentence. Thereafter, without unreasonable delay, the Depositary shall deliver to Record Holder, or to the person or persons designated by such Record Holder as hereinafter provided, the number of whole shares of Stock and all money and other property, if any, represented by such Depositary Shares by surrendering the Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9). After such surrender, without unreasonable delay, the Depositary shall deliver to the holder the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to receive Depositary Shares in exchange therefor. If the a Receipt or Receipts delivered by the holder Record Holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of whole shares of Stock to be so withdrawn, the Depositary shall at the same time, in addition to such whole number of whole shares of Stock and such money and other property, if any, to be so withdrawn, deliver to the holdersuch Record Holder, or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if . Stock delivered pursuant to the preceding paragraph may be endorsed with or have incorporated in the text thereof such legends or recitals or changes not inconsistent with the provisions of this Deposit Agreement as may be required by the DepositaryCompany or required to comply with any applicable law or any regulation thereunder or with the rules and regulations of any securities exchange upon which the Stock may be listed or to conform with any usage with respect thereto, or to indicate any special limitations or restrictions to which any particular shares of Stock are subject. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the Record Holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such Record Holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such Record Holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by proper instruments a properly executed instrument of transfertransfer in blank. The Depositary shall deliver Delivery of the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal shall be made by the Depositary at the office at which such Receipts were surrenderedDepositary's Office, except that, at the request, risk and expense of the Company Record Holder surrendering such Receipt or Receipts and for the account of the Record Holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingRecord Holder.

Appears in 1 contract

Samples: Deposit Agreement (Omnipoint Corp \De\)

Surrender of Receipts and Withdrawal of Stock. (2) Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. The Depositary shall deliver If the Stock and the money and other property, if any, represented by property being withdrawn are to be delivered to a person or persons other than the Depositary Shares evidenced by record holder of the Receipt or Receipts being surrendered for withdrawalwithdrawal of Stock, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk holder shall execute and expense of the Company such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and cancellation shall that the signature on such instrument of transfer be deemed to be outstanding.guaranteed by an eligible guarantor institution (banks, -----------------------

Appears in 1 contract

Samples: Deposit Agreement (Unionbancal Finance Trust Iv)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature ---------------------- * This Section to be modified to reflect any restrictions on withdrawal of underlying securities. guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (McKesson Financing Trust Iv)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, the New York Office or at such other office as the Depositary may designate for such withdrawals (and cancellation of the surrendered Receipts as provided in Section 2.9)withdrawals. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Preferred Stock will not thereafter be entitled to deposit such Preferred Stock hereunder or to receive Depositary Shares thereafter. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.4) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer in blank and that the signature on such instrument of transfer be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, at the office at which such Receipts were surrendered, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be maybe made, without unreasonable delay, at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (R&b Falcon Corp)

Surrender of Receipts and Withdrawal of Stock. Any holder of a Receipt, including the Company, shall have the right, upon payment of any amount due to the Depositary with respect to the Receipt, to Receipt or Receipts may withdraw any or all of the Stock (but only in whole shares of Stock) represented by the Depositary Shares evidenced by such Receipts and all money and other property, if any, represented by such Depositary Shares by surrendering the such Receipt or Receipts evidencing such Depositary Shares at the Corporate Office, Office or at such other office as the Depositary may designate for such withdrawals withdrawals; provided, that a holder of a Receipt or Receipts may not withdraw stock (or money and cancellation of the surrendered Receipts as provided in Section 2.9)other property, if any, represented thereby) which has previously been called for redemption or exchange. After such surrender, without unreasonable delay, the Depositary shall deliver to such holder, or to the person or persons designated by such holder as hereinafter provided, the whole number of shares of Stock and all such money and other property, if any, represented by the Depositary Shares evidenced by the Receipt or Receipts so surrendered for withdrawal, but holders of such whole shares of Stock will not thereafter be entitled to deposit such stock hereunder or to receive Depositary Shares therefor. If the Receipt or Receipts delivered by the holder to the Depositary in connection with such withdrawal shall evidence a number of Depositary Shares in excess of the number of whole Depositary Shares representing the whole number of shares of Stock to be withdrawn, the Depositary shall at the same time, in addition to such whole number of shares of Stock and such money and other property, if any, to be withdrawn, deliver to the such holder, or (subject to Section 2.42.05) upon its his order, a new Receipt or Receipts evidencing such excess number of whole Depositary Shares. In no event will fractional shares of stock be distributed by the Depositary. Delivery of the Stock and such money and other property being withdrawn may be made by the delivery of such certificates, documents of title and other instruments as the Depositary may deem appropriate, which, if required by the Depositary, shall be properly endorsed or accompanied by proper instruments of transfer. If the Stock and the money and other property being withdrawn are to be delivered to a person or persons other than the record holder of the Receipt or Receipts being surrendered for withdrawal of Stock, such holder shall execute and deliver to the Depositary a written order so directing the Depositary and the Depositary may require that the Receipt or Receipts surrendered by such holder for withdrawal of such shares of Stock be properly endorsed in blank or accompanied by a properly executed instrument of transfer or endorsement in blank. The Depositary shall deliver the Stock and the money and other property, if any, represented by the Depositary Shares evidenced by Receipts surrendered for withdrawal, without unreasonable delay, withdrawal at the office at which such Receipts were surrenderedCorporate Office, except that, at the request, risk and expense of the Company holder surrendering such Receipt or Receipts and for the account of the holder thereof, such delivery may be made, without unreasonable delay, made at such other place as may be designated by the Company. For purposes of determining the number of Depositary Shares outstanding on any dividend payment date, the Receipts representing Depositary Shares acquired by the Company on or prior to such dividend payment date and not theretofore delivered to the Depositary for withdrawal and cancellation shall be deemed to be outstandingholder.

Appears in 1 contract

Samples: Deposit Agreement (Westmoreland Coal Co)

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