Common use of Pre-Release of American Depositary Shares Clause in Contracts

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 59 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Sohu.com LTD)

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Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.3 of the Deposit Agreement, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 of the Deposit Agreement (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.5 of the Deposit Agreement, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 50 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Sohu.com LTD), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 41 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a "Pre-Release"). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 30 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 19 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Unless requested in writing by the Company to cease doing so, notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-ReleasedRelease. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, (i) beneficially owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial right, title and interest in such American Depositary Shares or Shares, as the case may be, to the Depositary in its capacity as such and will hold such American Depositary Shares or Shares, as the case may be, in trust for the account of the Depositary until delivery thereof to the Depositary and (iii) will not take any action with respect to such American Depositary Shares or Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such American Depositary Shares or Shares, as the case may be), other than in satisfaction of the Pre-Release, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it reasonably deems appropriateappropriate and may, with the prior written consent of the Company, change that limit for purposes of general application. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 16 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 11 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3Unless requested in writing by the Company to cease doing so (in which case the Depositary shall promptly cease from doing so), the Depositary may may, notwithstanding Section 2.03 hereof, deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 7 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof and unless requested by the Company in writing to cease doing so, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom American Depositary Shares or Shares are to be delivereddelivered (the “Pre-Releasee”), that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of a Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities, or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares not deposited but represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set Dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case-by-case basis as the Depositary deems appropriate. The collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee’s obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 7 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a 2.02 ( “Pre-Release of American Depositary Shares”) and may deliver Shares prior to the surrender and cancellation of American Depositary Shares if the person to whom such Shares are to be delivered is a banking institution organized pursuant to the laws of the Republic of South Africa (“South African Bank”) (“Pre-Release of Shares” and, together with Pre-Release of American Depositary Shares, "Pre-Release"). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriateappropriate and in connection with Pre-Release of Shares, preceded or accompanied by an unconditional guaranty by the South-African Bank to deliver American Depositary Shares for cancellation on the same calendar day on which the Shares are delivered to the South-African Bank (or, if such American Depositary Shares are not so delivered, to return the Shares), (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 6 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The Except as otherwise agreed between the Company and the Depositary, the number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstanding; provideddeposited hereunder. Except as otherwise agreed between the Company and the Depositary, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 6 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Skype S.a r.l.), Deposit Agreement (Anheuser-Busch InBev S.A.)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriateappropriate (but such collateral shall not constitute “Deposited Securities”),, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 6 contracts

Samples: Deposit Agreement (Fresenius Medical Care AG & Co. KGaA), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Fresenius Medical Care AG & Co. KGaA)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.3 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 5 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.3 of the Deposit Agreement, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 of the Deposit Agreement (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.5 of the Deposit Agreement, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The Except as otherwise agreed in writing between the Company and the Depositary, the number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that except as otherwise agreed in writing between the Company and the Depositary, the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 4 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Tfi Tab Gida Yatirimlari A.S.), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.3 of the Deposit Agreement, unless requested in writing by the Company to cease doing so, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 of the Deposit Agreement (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.5 of the Deposit Agreement, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it reasonably deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 4 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3Unless requested in writing by the Company to cease doing so, the Depositary may may, notwithstanding Section 2.03 hereof, deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender receipt and cancellation of American Depositary Shares that which have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom American Depositary Shares or Shares are to be delivered, delivered (the “Pre-Releasee”) that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares not deposited but represented by American Depositary Shares outstanding at any time as a result of Pre-Release Releases will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set Dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case-by-case basis as the Depositary deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Owners under the Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee’s obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or Receipts upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 4 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The Except as otherwise agreed in writing between the Company and the Depositary, the number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that that, except as otherwise agreed in writing between the Company and the Depositary, the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 4 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Tfi Tab Gida Yatirimlari A.S.), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3Unless requested in writing by the Company to cease doing so, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “"Pre-Release"). The Depositary may, pursuant to Section 2.5, 2.05 deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom American Depositary Shares or Shares are to be delivered, delivered (the "Pre-Releasee") that such personthe Pre-Releasee, or its customer, (i) beneficially owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial right, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in trust for the benefit of the Holders or Beneficial Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be, other than in satisfaction of such Pre-Release), (b) at all times fully collateralized (such collateral marked to market daily) with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days' notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of American Depositary Shares and Shares which are outstanding at any time as a result of Pre-Release Releases will not normally exceed thirty percent (30%) of all American Depositary the Shares deposited hereunder then outstanding; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case-by-case basis as the Depositary deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Holders and Beneficial Owners under the Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee's obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee's obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 4 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The Except as otherwise agreed between the Company and the Depositary, the number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstanding; provideddeposited hereunder. Except as otherwise agreed between the Company and the Depositary, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3The Depositary may issue American Depositary Shares against the delivery by the Company (or any agent of the Company recording Share ownership) of rights to receive Shares from the Company (or any such agent). No such issue of American Depositary Shares will be deemed a “Pre-Release” that is subject to the restrictions of the following paragraph. Unless requested in writing by the Company to cease doing so, the Depositary may may, notwithstanding Section 2.3 hereof, execute and deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender receipt and cancellation of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom American Depositary Shares or Shares are to be delivered, delivered (the “Pre-Releasee”) that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares not deposited but represented by American Depositary Shares outstanding at any time as a result of Pre-Release Releases will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set Dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case-by-case basis as the Depositary deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Owners under the Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee’s obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Unless requested in writing by the Company to cease doing so, notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivereddelivered (the “Pre-Releasee”), that such person, or its customer, (i) beneficially owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such American Depositary Shares or Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners and (iii) will not take any action with respect to such American Depositary Shares or Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such American Depositary Shares or Shares, as the case may be), other than in satisfaction of the Pre-Release, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) New York business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriatereasonably appropriate and may, with the prior written consent of the Company, change that limit for purposes of general application. For purposes of enabling the Depositary to fulfill its obligations to the Owners under this Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee’s obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 3 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, unless requested in writing by the Company to cease doing so, the Depositary may deliver American Depositary Shares prior to the receipt of Shares CPOs pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares CPOs upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares CPOs in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares CPOs are to be delivered, that such person, or its customer, (i) owns the Shares CPOs or American Depositary Shares to be remitted, as the case may be, (ii) transfers all beneficial right, title and interest in such CPOs or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such CPOs or American Depositary Shares, as the case may be, that is inconsistent with the transfer of ownership (including, without the consent of the Depositary, disposing of CPOs or American Depositary Shares, as the case may be, other than in satisfaction of such Pre-Release), (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business daysBusiness Days’ notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of CPOs represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstandingthe CPOs deposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Controladora Vuela Compania De Aviacion, S.A.B. De C.V.), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release Releases will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (GCL Silicon Technology Holdings Inc.), Deposit Agreement (GCL Silicon Technology Holdings Inc.), Deposit Agreement (GCL Silicon Technology Holdings Inc.)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that such surrender is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The Except as otherwise agreed between the Company and the Depositary, the number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstanding; provideddeposited hereunder. Except as otherwise agreed between the Company and the Depositary, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Anheuser-Busch InBev SA/NV), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3Unless requested in writing by the Company to cease doing so, the Depositary may may, notwithstanding Section 2.03 hereof, execute and deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “"Pre-Release"). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender receipt and cancellation of American Depositary Shares that which have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have Share has been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom American Depositary Shares or Shares are to be delivered, delivered (the "Pre-Releasee") that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares not deposited but represented by American Depositary Shares outstanding at any time as a result of Pre-Release Releases will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set Dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case-by-case basis as the Depositary deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Owners under the Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee's obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee's obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (JBS S.A.)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, unless requested in writing by the Company to cease doing so, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivereddelivered (a “Pre-Releasee”), that such person, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) transfers all beneficial right, title and interest in such Shares or American Depository Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depository Shares, as the case may be, that is inconsistent with the transfer of ownership (including, without the consent of the Depositary, disposing of Shares or American Depository Shares, as the case may be, other than in satisfaction of such Pre-Release), (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Owners under the Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee’s obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or American Depository Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (Petrobras - Petroleo Brasileiro Sa), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3Unless requested in writing by the Company to cease doing so, in which case the Depositary shall promptly cease from doing so, the Depositary may may, notwithstanding Section 2.03 hereof, deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 3 contracts

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

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Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom Shares or American Depositary Shares or Shares are to be delivereddelivered (the “Pre-Releasee”), that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems reasonably appropriate. The number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. For the purposes of enabling the Depositary to fulfill its obligations to the Owners under this Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee’s obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (LightInTheBox Holding Co., Ltd.), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial right, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be, other than in satisfaction of such Pre-Release), (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 3 contracts

Samples: Deposit Agreement (CHINA NEW BORUN Corp), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (CHINA NEW BORUN Corp)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with any Pre-Release.

Appears in 3 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.3 of the Deposit Agreement, and unless otherwise instructed in writing by the Company, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 of the Deposit Agreement (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.5 of the Deposit Agreement, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary determines in good faith, will provide substantially similar liquidity and security deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 2 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Unless requested in writing by the Company to cease doing so, the Depositary may, notwithstanding Section 2.32.3 of the Deposit Agreement, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 of the Deposit Agreement (each such delivery, a “Pre-Release”). The Depositary may, pursuant to Section 2.52.5 of the Deposit Agreement, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited under the Deposit Agreement; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), China Resources Beer (Holdings) Co Limited/Adr

Pre-Release of American Depositary Shares. Notwithstanding The Depositary may, notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “"Pre-Release"). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation and agreement from the person to whom Shares or American Depositary Shares or Shares are to be delivered, delivered (the "Pre-Releasee") that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares not deposited but represented by American Depositary Shares outstanding at any time as a result of Pre-Release Releases will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set Dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case-by-case basis as the Depositary deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Owners under the Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee's obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee's obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 2 contracts

Samples: Deposit Agreement (Simcere Pharmaceutical Group), Deposit Agreement (Simcere Pharmaceutical Group)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial right, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary for the benefit of the Owners or Holders, and (iii) shall not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be, other than in satisfaction of such Pre-Release), (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Suramericana De Inversiones S.A., Suramericana)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 2 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary reasonably deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of Pre-Release will not normally exceed thirty ten percent (3010%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it reasonably deems appropriateappropriate and may, with the prior consent of the Company, change that limit for purposes of general application. The Depositary may retain for its own account any compensation received by it in connection with the foregoing. The Company shall have no liability to any Owner in connection with any Pre-Release.

Appears in 2 contracts

Samples: Deposit Agreement (Merrion Pharmaceuticals LTD), Deposit Agreement (Merrion Pharmaceuticals LTD)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it reasonably deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 2 contracts

Samples: Deposit Agreement (Mizuho Financial Group Inc), Deposit Agreement (Bank of New York / Adr Division)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivereddelivered (the "Pre-Releasee"), that such personthe Pre-Releasee, or its customer, (i) owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial rights, title and interest in such Shares or American Depositary Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners, and (iii) will not take any action with respect to such Shares or American Depositary Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares or American Depositary Shares, as the case may be), other than in satisfaction of such Pre-Release, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines, in good faith, will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of Shares not deposited but represented by American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems reasonably appropriate, and may, with the prior written consent of the Company, change such limit for purposes of general application. The Depositary will also set Dollar limits with respect to Pre-Release transactions to be entered into hereunder with any particular Pre-Releasee on a case by case basis as the Depositary deems appropriate. For purposes of enabling the Depositary to fulfill its obligations to the Owners under the Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the Pre-Releasee's obligations to the Depositary in connection with a Pre-Release transaction, including the Pre-Releasee’s obligation to deliver Shares or American Depositary Shares upon termination of a Pre-Release transaction (and shall not, for the avoidance of doubt, constitute Deposited Securities hereunder). The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 2 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof and unless requested by the Company in writing to cease doing so, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, (i) beneficially owns the Shares or American Depositary Shares to be remitted, as the case may be, (ii) assigns all beneficial right, title and interest in such American Depositary Shares or Shares, as the case may be, to the Depositary in its capacity as such and for the benefit of the Owners and (iii) will not take any action with respect to such American Depositary Shares or Shares, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such American Depositary Shares or Shares, as the case may be), other than in satisfaction of the Pre-Release, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The collateral referred to in clause (b) above shall be held by the Depositary for the benefit of the Owners as security for the performance of the obligations to deliver Shares or American Depositary Shares, as the case may be, in satisfaction of a Pre-Release transaction (but shall not, for the avoidance of doubt, constitute Deposited Securities). The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 2 contracts

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to disregard or, with the prior written consent of the Company, to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 1 contract

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 1 contract

Samples: Deposit Agreement (Peninsula Energy LTD)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Pre- Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release.

Appears in 1 contract

Samples: Deposit Agreement (Piedmont Lithium LTD)

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash cash, U.S. government securities or such other collateral as the Depositary deems appropriatedetermines in good faith will provide substantially similar liquidity and security, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems reasonably appropriate. The number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 1 contract

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.3, the Depositary may deliver American Depositary Shares prior to the receipt of Shares Units pursuant to Section 2.2 (a “Pre-Release”). The Depositary may, pursuant to Section 2.5, deliver Shares Units upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender is prior to the termination of that Pre-Release or the Depositary knows that those American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares Units in satisfaction of a Pre-Release. Each Pre-Release must be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares Units are to be delivered, that such person, or its customer, owns the Shares Units or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice, and (d) subject to all indemnities and credit regulations that the Depositary deems appropriate. The number of American Depositary Shares outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary Shares outstanding; provided, however, that the Depositary reserves the right to change or disregard that limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Release. The person to whom any Pre-Release is to be made pursuant to this Section 2.9 may be required to deliver to the Depositary any certification that is then required upon a deposit of Units under Section 2.2.

Appears in 1 contract

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

Pre-Release of American Depositary Shares. Notwithstanding Section 2.32.03 hereof, the Depositary may deliver American Depositary Shares prior to the receipt of Shares pursuant to Section 2.2 2.02 (a “Pre-Release”). The Depositary may, pursuant to Section 2.52.05, deliver Shares upon the surrender of American Depositary Shares that have been Pre-Released, whether or not that surrender such cancellation is prior to the termination of that such Pre-Release or the Depositary knows that those such American Depositary Shares have been Pre-Released. The Depositary may receive American Depositary Shares in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release must will be (a) preceded or accompanied by a written representation from the person to whom American Depositary Shares or Shares are to be delivered, that such person, or its customer, owns the Shares or American Depositary Shares to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ days notice, and (d) subject to all such further indemnities and credit regulations that as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares that are outstanding at any time as a result of Pre-Release will not normally exceed thirty percent (30%) of all American Depositary the Shares outstandingdeposited hereunder; provided, however, that the Depositary reserves the right to change or disregard that such limit from time to time as it deems reasonably appropriate. The Depositary may retain for its own account any compensation received by it in connection with Pre-Releasethe foregoing.

Appears in 1 contract

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

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