Common use of Warranties on Deposit of Shares Clause in Contracts

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are validly issued, fully paid, nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 12 contracts

Samples: Deposit Agreement (Cell Acuaculture LTD), Deposit Agreement (Impact Capital LTD), Deposit Agreement (Dark Blue Sea LTD)

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Warranties on Deposit of Shares. Every person depositing Shares under this the Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, therefor are validly issued, fully paid, nonassessable non-assessable, and free of any pre-emptive rights of the holders (or similar rights, including subscription rights (Bezugsrechte)) of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares are not, and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 4 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Adidas Ag)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, therefor are validly issued, fully paid, nonassessable and free of any pre-emptive rights (or similar rights, including subscription rights (Bezugsrechte)) of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares are not, and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 3 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Adidas Ag), Deposit Agreement (Adidas Salomon Ag /Fi)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are validly issued, fully paid, nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and free and clear of any lien, encumbrance, security interest, charge or adverse claim and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933Act. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 3 contracts

Samples: Deposit Agreement (Braskem Sa), Deposit Agreement (Braskem Sa), Deposit Agreement (Braskem Sa)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate therefor, if any, or other evidence of title therefor, if applicable, thereof are validly issued, fully paid, nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the such Shares deposited by that person are not Restricted “restricted securities” (as such term is defined in Rule 144 under the Securities Act of 1933) and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Newcrest Mining LTD /Fi)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are validly issued, fully paid, nonassessable and free were not issued in violation of any pre-emptive preemptive or similar rights of the holders of outstanding Shares securities of the Company and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance delivery of ReceiptsAmerican Depositary Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Changyou.com LTD), Deposit Agreement (Changyou.com LTD)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that (i) such Shares and each certificate or other evidence of title therefor, if applicable, are free and clear of any lien, encumbrance, security interest, charge, mortgage, pledge or restriction on transfer, (ii) such Shares have been validly issued, fully paid, nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and Shares, (iii) that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities , and that (iv) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 2 contracts

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

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are validly issuedissued and outstanding, fully paid, nonassessable non-assessable and free were not issued in violation of any pre-emptive preemptive or similar rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance delivery of ReceiptsAmerican Depositary Shares.

Appears in 2 contracts

Samples: Deposit Agreement (China Dredging Group Co., Ltd.), Deposit Agreement (Bank of New York / Adr Division)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are validly issued, fully paid, nonassessable and non-assessablenonassessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and xxxxx the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are isare not restricted under the Securities Act of 1933. .. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Australia & New Zealand Banking Group LTD)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate certificate, if any, or other evidence documents of title therefortitle, if applicable, therefor are validly issued, fully paid, paid and nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the (i) Shares deposited by that person presented for deposit are not, and the Receipts issuable upon such deposit will not Restricted be, restricted securities within the meaning of Rule 144(a)(3) under the Securities Act of 1933, and that (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Korea Electric Power Corp)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate certificate, if any, or other evidence documents of title therefortitle, if applicable, therefor are validly issued, fully paid, paid and nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that (i) the Shares deposited by that person presented for deposit are not, and the Receipts issuable upon such deposit will not Restricted be, restricted securities within the meaning of Rule 144(a)(3) under the Securities Act of 1933, and that (ii) the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not otherwise restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Posco)

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Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement Agreement, including any person effecting any Pre-Release, shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are or will be validly issued, fully paid, nonassessable non-assessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not or will not be restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance delivery of ReceiptsAmerican Depositary Shares.

Appears in 1 contract

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

Warranties on Deposit of Shares. Every person depositing Shares ordinary shares of the Company under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares shares and each certificate or other evidence of title therefor, if applicable, are validly issued, fully paid, nonassessable and free and clear of any pre-emptive lien, encumbrance, security interest, charge or adverse claim and free of any preemptive or similar rights of the holders of outstanding Shares shares of the Company and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares ordinary shares of the Company and the sale of Receipts evidencing American Depositary Shares representing such Shares shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares shares and issuance delivery of ReceiptsAmerican Depositary Shares.

Appears in 1 contract

Samples: Deposit Agreement (Nighthawk Energy PLC)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, therefor are validly issued, fully paid, nonassessable and free of any pre-emptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Enviromission LTD)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, are validly issued, fully paid, nonassessable and free of any pre-emptive preemptive rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not "restricted securities" as such term is defined in Rule 144 under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Shinsel Bank LTD)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, therefor are validly issued, fully paid, nonassessable and free are not a holding, or part of any pre-emptive rights a holding, in which a Person has a Relevant Interest in Shares (as defined in Section 3.4 hereof) in breach of the holders of outstanding Shares Constitution and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the or sale of Receipts evidencing American Depositary Shares representing such Shares by that person are is not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Telecom Corp of New Zealand LTD)

Warranties on Deposit of Shares. Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that such Shares and each certificate or other evidence of title therefor, if applicable, therefor are validly issued, fully paid, nonassessable and free of any pre-emptive rights of the holders of outstanding Shares, and that such Shares are free and clear of any lien, encumbrance, security interest, charge, mortgage, pledge or restriction on transfer, and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent that the Shares deposited by that person are not Restricted Securities and that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive the deposit of Shares and issuance of Receipts.

Appears in 1 contract

Samples: Deposit Agreement (Spirent Communications PLC)

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