Citibank,N.A./ADR Sample Contracts

DEPOSIT AGREEMENT
Deposit Agreement • March 27th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

DEPOSIT AGREEMENT, dated as of October 2, 2017, by and among (i) NuCana plc, a public limited company incorporated under the laws of England and Wales and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).

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AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • April 26th, 2024 • Citibank,N.A./ADR • Services-medical laboratories • New York
Exhibit (a)(ii)
Deposit Agreement • March 23rd, 2017 • Citibank,N.A./ADR • American depositary receipts • New York
TELEFONICA DE ESPANA, S.A. AND CITIBANK, N.A. As Depositary AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of November 13, 1996
Deposit Agreement • May 22nd, 2012 • Citibank,N.A./ADR • Telephone communications (no radiotelephone) • New York

DEPOSIT AGREEMENT dated as of November 13, 1996 among TELEFONICA DE ESPAJNA, S.A. (formerly known as Compania Telef6nica Nacional de Espana, S.A.), a limited liability company (sociedad anonima) organized under the laws of Spain (the “Company”). CITIBANK, N.A., as depositary (the “Depositary”) and all holders from time to time of American Depositary Receipts issued hereunder.

THIRD AMENDED AND RESTATED DEPOSIT AGREEMENT AMONG PJSC ROSTELECOM AND JPMORGAN CHASE BANK, N.A. AS DEPOSITARY AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS
Deposit Agreement • December 9th, 2019 • Citibank,N.A./ADR • American depositary receipts • New York

THIRD AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of May 11, 2016 (the “Deposit Agreement”) among PJSC ROSTELECOM and its successors (the “Company”), JPMORGAN CHASE BANK, N.A., as depositary hereunder (the “Depositary”), and all holders from time to time of American Depositary Receipts issued hereunder (“ADRs”) evidencing American Depositary Shares (“ADSs”) representing deposited Shares (defined below). The Company hereby appoints the Depositary as depositary for the Deposited Securities and hereby authorizes and directs the Depositary to act in accordance with the terms set forth in this Deposit Agreement. All capitalized terms used herein have the meanings ascribed to them in Section 1 or elsewhere in this Deposit Agreement.

DEPOSIT AGREEMENT
Deposit Agreement • October 9th, 2009 • Citibank,N.A./ADR • Texas
ASTRAZENECA PLC AND CITIBANK, N.A., As Depositary, AND ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE AMENDED AND RESTATED DEPOSIT AGREEMENT, DATED AS OF FEBRUARY 6, 2015
Deposit Agreement • May 9th, 2016 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

AMENDMENT NO. 1 TO AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of July 27, 2015 (the “Amendment”), by and among ASTRAZENECA PLC, a company incorporated in England (the “Company”), Citibank, N.A., a national banking association organized under the laws of the United States of America (the “Depositary”), and all Holders and Beneficial Owners from time to time of American Depositary Receipts outstanding under the Amended and Restated Deposit Agreement, dated as of February 6, 2015.

SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People’s Republic of China
Letter Agreement • November 23rd, 2021 • Citibank,N.A./ADR • Finance services • New York

We refer to the Deposit Agreement, dated as of May 4, 2017, by and among SOS Limited (the “Company”), a company organized and existing under the laws of the Cayman Islands (the “Cayman Islands”), Citibank, N.A., as depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (“ADSs”) issued thereunder (the “Deposit Agreement”). Terms used, but not otherwise defined, herein shall have the meaning ascribed to them in the Deposit Agreement.

NUCANA PLC
Letter Agreement • March 27th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations

Reference is made to the Deposit Agreement, dated as of October 2, 2017, as amended and supplemented from time to time (the “Deposit Agreement”), by and among NuCana plc, a public limited company incorporated under the laws of England and Wales and its successors (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

Exhibit (a)(i)
Deposit Agreement • August 30th, 2022 • Citibank,N.A./ADR • American depositary receipts • New York

SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT, dated as of March 22, 2021, among Atlas Copco AB, a corporation organized and existing under the laws of Sweden (the “Company”), CITIBANK, N.A., a national banking association organized under the laws of the United States of America (the “Depositary”), and all Holders and Beneficial Owners from time to time of American Depositary Shares issued hereunder.

Exhibit (a)(i) CEMEX, S.A.B. de C.V. AND CITIBANK, N.A., As Depositary, AND ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES Amendment No. 2 to Deposit Agreement Dated as of February 11, 2015
Deposit Agreement • July 2nd, 2021 • Citibank,N.A./ADR • Cement, hydraulic • New York

AMENDMENT NO. 2 TO DEPOSIT AGREEMENT dated as of February 11, 2015 (the "Amendment"), by and among CEMEX, S.A.B. de C.V, a company incorporated and existing under the laws of the United Mexican States (the "Company"), Citibank, N.A., a national banking association organized under the laws of the United States of America (the "Depositary"), and all Holders and Beneficial Owners from time to time of American Depositary Shares evidenced by American Depositary Receipts outstanding under the Deposit Agreement (as defined below).

MARINE HARVEST ASA AND CITIBANK, N.A., As Depositary, AND ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF JANUARY 27, 2014
Deposit Agreement • March 15th, 2017 • Citibank,N.A./ADR • Fishing, hunting and trapping • New York

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT, dated as of ___________, 2017 (the “Amendment”), by and among Marine Harvest ASA, a company organized under the laws of Norway (the “Company”), Citibank, N.A., a national banking association organized under the laws of the United States of America (the “Depositary”), and all Holders and Beneficial Owners (each as defined in the Deposit Agreement) from time to time of American Depositary Shares.

Exhibit (b)(iv)
Letter Agreement • April 16th, 2024 • Citibank,N.A./ADR • Services-computer programming, data processing, etc.

Reference is made to the Deposit Agreement, dated as of October 18, 1999, as amended by Amendment No. 1 to Deposit Agreement, dated as of January 6, 2000, as further amended by Amendment No. 2 to Deposit Agreement, dated as of September 24, 2002 (the Deposit Agreement as so amended by Amendment No. 1 to Deposit Agreement and Amendment No. 2 to Deposit Agreement, respectively, the “Deposit Agreement”), by and among Sify Limited (formerly known as “Satyam Infoway Limited”), a limited liability company organized under the laws of the Republic of India (the “Company”), Citibank, N.A., as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Receipts (“ADRs”) evidencing American Depositary Shares (“ADSs”) issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

Exhibit (b)(i)
Letter Agreement • June 6th, 2011 • Citibank,N.A./ADR • Cement, hydraulic • New York

Reference is made to the Second Amended and Restated Deposit Agreement, dated as of August 10, 1999, by and among CEMEX, S.A.B. de C.V., a company organized under the laws of the United Mexican States (the “Company”), Citibank, N.A., as Depositary (the “Depositary”), and the Holders and Beneficial Owners of American Depositary Shares (“ADSs”) issued thereunder, as amended by Amendment No. 1 to Second Amended and Restated Deposit Agreement, dated as of July 1, 2005, and supplemented by Letter Agreements, dated October 12, 2007 and as of March 30, 2010 (as so amended and supplemented, the “Deposit Agreement”). All capitalized terms used, but not otherwise defined, herein shall have the meaning assigned thereto in the Deposit Agreement.

Exhibit (a)(ii)
Letter Agreement • May 15th, 2012 • Citibank,N.A./ADR • Drilling oil & gas wells

DEPOSITARY: CITIBANK, N.A. COMPANY: Ensco plc, a company organized and existing under the laws of England and Wales. DEPOSITED SECURITIES: Class A Ordinary Shares of the Company (the “Shares”). ADS CUSIP NO.: 29358Q109. ADS TICKER: ESV. SHARE CUSIP NO.: G3157S 106 SHARE TICKER: ESV ADS(s) TO SHARE(s) RATIO: 1 ADS to 1 Share. DEPOSIT AGREEMENT: Deposit Agreement, dated as of September 29, 2009 and as amended as of May 14, 2012, by and among the Company, the Depositary, and all Holders and Beneficial Owners of ADSs. TERMINATION DATE: May 22, 2012. AMENDMENT DATE: May 14, 2012.

DEPOSIT AGREEMENT
Deposit Agreement • August 14th, 2017 • Citibank,N.A./ADR • New York

DEPOSIT AGREEMENT, dated as of ___________, 2017, by and among (i) Aditya Birla Capital Limited, a company organized under the laws of India, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of Global Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).

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GRASIM INDUSTRIES LIMITED AND CITIBANK, N.A., As Depositary, AND ALL HOLDERS AND BENEFICIAL OWNERS OF GLOBAL DEPOSITARY SHARES EVIDENCED BY GLOBAL DEPOSITARY RECEIPTS OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF SEPTEMBER 17, 1999...
Deposit Agreement • April 11th, 2023 • Citibank,N.A./ADR • New York

The Depositary shall arrange to have new GDRs printed that reflect the changes effected by the Amendment. However, GDRs issued prior to the date hereof and which do not reflect the changes effected by the Amendment do not need to be surrendered for exchange and may remain outstanding until such time as the Holders thereof choose to surrender them for any reason.

AMENDMENT NO. 3 TO DEPOSIT AGREEMENT
Deposit Agreement • April 16th, 2024 • Citibank,N.A./ADR • Services-computer programming, data processing, etc. • New York
PJSC TATNEFT AND CITIBANK, N.A., as Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement Dated as of _________, 2021
Deposit Agreement • January 28th, 2021 • Citibank,N.A./ADR • Crude petroleum & natural gas • New York

AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of ____________, 2021 among PJSC TATNEFT, incorporated under the laws of the Russian Federation (herein called the Company), CITIBANK, N.A., a national banking association organized under the laws of the United States of America (herein called the Depositary), and all Owners and Beneficial Owners from time to time of American Depositary Shares outstanding hereunder.

Exhibit (b) Zai Lab Limited
Deposit Agreement • July 14th, 2023 • Citibank,N.A./ADR • Pharmaceutical preparations

Reference is made to the Deposit Agreement, dated as of September 20, 2017, as further amended and supplemented from time to time (as so amended and supplemented, the “Deposit Agreement”), by and among Zai Lab Limited, a company organized under the laws of the Cayman Islands (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. The Company and the Depositary may in the future enter into, pursuant to Section 2.14 of the Deposit Agreement, supplemental letter agreement(s) (such agreements, the “Restricted ADS Agreement(s)”) to enable the issuance of Restricted ADSs (as defined in the Deposit Agreement and hereinafter used as so defined) and the transactions contemplated therein. All capitalized terms used, but not otherwise defined herein, shall have the meaning a

Exhibit (a)(i)
Deposit Agreement • November 17th, 2010 • Citibank,N.A./ADR • Semiconductors & related devices • New York

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT, dated as of February 15, 2006 (the “Amendment”), by and among AU Optronics Corp., a company organized and existing under the laws of the Republic of China (the “Company”), Citibank, N.A., a national banking association organized under the laws of the United States of America (the “Depositary”), and all Holders and Beneficial Owners from time to time of American Depositary Shares evidenced by American Depositary Receipts issued and outstanding under the Deposit Agreement, dated as of May 29, 2002.

PREFERRED SHARE DEPOSIT AGREEMENT
Preferred Share Deposit Agreement • April 22nd, 2015 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

PREFERRED SHARE DEPOSIT AGREEMENT, dated as of March 30, 2015, by and among (i) Amarin Corporation plc, a company organized under the laws of England and Wales, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).

GRASIM INDUSTRIES LTD. and CITIBANK, N.A., As Depositary and HOLDERS AND BENEFICIAL OWNERS OF GLOBAL DEPOSITARY RECEIPTS DEPOSIT AGREEMENT Dated as of November 25, 1992
Deposit Agreement • April 11th, 2023 • Citibank,N.A./ADR • New York

☐ D. The undersigned is a broker-dealer acting as agent on behalf of its customer, which customer has confirmed to the undersigned in writing that it is the beneficial owner of the Shares deposited in connection herewith and that it is acquiring the GDR or a beneficial interest in the Master GDR in a transaction in accordance with Regulation S under the Securities Act of 1933.

CHINA LODGING GROUP, LIMITED]
Letter Agreement • May 24th, 2018 • Citibank,N.A./ADR • Hotels & motels • New York

Reference is made to the Deposit Agreement, dated as of March 25, 2010 and, as amended and supplemented from time to time (as so amended and supplemented, the “Deposit Agreement”), by and among China Lodging Group, Limited, a company organized under the laws of the Cayman Islands (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and the Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People’s Republic of China
Warrant Exercise Letter Agreement • February 5th, 2021 • Citibank,N.A./ADR • Finance services • New York

We refer to the Deposit Agreement, dated as of May 4, 2017, by and among SOS Limited (the “Company”), a company organized and existing under the laws of the Cayman Islands (the “Cayman Islands”), Citibank, N.A., as depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (“ADSs”) issued thereunder (the “Deposit Agreement”). Terms used, but not otherwise defined, herein shall have the meaning ascribed to them in the Deposit Agreement.

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