Common use of Certain Covenants of the Selling Shareholders Clause in Contracts

Certain Covenants of the Selling Shareholders. Each Selling Shareholder hereby agrees: (a) not, at any time at or after the execution of this Agreement, to offer or sell any Ordinary Shares or ADSs by means of any “prospectus” (within the meaning of the Act), or use any “prospectus” (within the meaning of the Act) in connection with the offer or sale of the Offered ADSs, in each case other than the Prospectus; (b) not to take, directly or indirectly, any action designed, or which will constitute, or has constituted, or might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered ADSs; (c) to pay or cause to be paid all taxes, if any, on the transfer and sale of the Offered ADSs being sold by such Selling Shareholder; (d) to advise you promptly, and if requested by you, confirm such advice in writing, so long as a prospectus is required by the Act to be delivered (whether physically or through compliance with Rule 172 under the Act or any similar rule) in connection with any sale of Offered ADSs, of (i) any material change in the business, properties, financial condition, results of operations or prospects of the Company and the Group Entities taken as a whole which comes to the attention of such Selling Shareholder, (ii) any change in information in the Registration Statement, the General Disclosure Package or the Prospectus relating to such Selling Shareholder or (iii) any new material information relating to the Company or relating to any matter stated in the Registration Statement, the General Disclosure Package or the Prospectus which comes to the attention of such Selling Shareholder; (e) prior to or concurrently with the execution and delivery of this Agreement, to execute and deliver to the Underwriters a Power of Attorney, Custody Agreement and Lock-Up Agreement; and (f) prior to or concurrently with the execution and delivery of this Agreement, to deliver to the Underwriters a properly completed and executed United States Treasury W-8BEN or W-9 (or other applicable form or statement specified by Treasury Department regulations in lieu thereof)

Certain Covenants of the Selling Shareholders. Each Selling Shareholder hereby hereby, severally and not jointly, agrees: (a) to the extent that there remain unsold Class B Shares offered in the Preferential Subscription, to purchase from the Bank, on the date of the settlement of the Preferential Subscription, Class B Shares in the manner provided for in the Standby Subscription Obligation, at the price per share set forth herein; and, in order to effectuate such purchase, the Selling Shareholders shall, pursuant to the terms of the Escrow Agreement, instruct the Escrow Agent to release Escrow Funds to the Bank in an amount equal to the aggregate purchase price for such shares as set forth in Standby Subscription Obligation; (b) not, at any time at or after the execution of this Agreement, to offer or sell any Ordinary Shares or ADSs by means of any “prospectus” (within the meaning of the Act), or use any “prospectus” (within the meaning of the Act) in connection with the offer or sale of the Offered Shares or ADSs, in each case other than the Prospectus; (bc) not to take, directly or indirectly, any action designed, designed to or which will constitute, may constitute or has constituted, or which might reasonably be expected to cause or result in in, under the Exchange Act or otherwise, the stabilization or manipulation of the price of any security of the Company Bank to facilitate the sale or resale of the Offered ADSsShares, the ADSs or the Argentine Shares; (cd) to pay or cause to be paid all taxes, if any, on the transfer and sale of the Offered Shares and the ADSs being sold by such Selling Shareholder, the assignment and transfer of the Selling Shareholders’ Preemptive Rights being assigned by such Selling Shareholder in the manner provided in the Preemptive Rights Assignment Agreement and the transfer and purchase, if any, of Class B Shares in the manner provided in the Standby Subscription Agreement; (de) to advise you promptly, and if requested by you, to confirm such advice in writing, so long as a prospectus is required by the Act to be delivered (whether physically or through compliance with Rule 172 under the Act or any similar rule) in connection with any sale of Offered Shares or ADSs, of (i) any material change in the businessBank’s condition (financial or otherwise), prospects, earnings, business or properties, financial condition, results of operations or prospects of the Company and the Group Entities taken as a whole which comes to the attention of such Selling Shareholder, (ii) any change in information in the Registration Statement, any Preliminary Prospectus, the General Disclosure Package Prospectus or the any Permitted Free Writing Prospectus relating to such Selling Shareholder or (iii) any new material information relating to the Company Bank or relating to any matter stated in the Registration Statement, any Preliminary Prospectus, the General Disclosure Package Prospectus or the any Permitted Free Writing Prospectus which comes to the attention of such Selling Shareholder; (ef) prior to or concurrently with the execution and delivery of this Agreement, to execute and deliver to the Underwriters a the Power of Attorney, Custody Agreement and a Lock-Up Agreement; and (fg) to deposit the Shares, in accordance with instructions provided by UBS and RJ on behalf of the Underwriters pursuant to Section 2 hereof, with the Depositary or the Depositary’s agent acting as custodian on or prior to closing of the purchase of the Firm Shares or concurrently the Additional Shares, as the case may be, in accordance with the execution Deposit Agreement so that the ADRs evidencing the ADSs will be executed and delivery of this Agreement, to deliver delivered by the Depositary to the respective accounts of the Underwriters a properly completed and executed United States Treasury W-8BEN at closing of the purchase of the Firm Shares or W-9 (or other applicable form or statement specified by Treasury Department regulations in lieu thereof)the Additional Shares, as the case may be.

Certain Covenants of the Selling Shareholders. Each Selling Shareholder hereby agrees: (a) not, at any time at upon or after the execution of this Agreementagreement, to offer or sell any Ordinary Shares or ADSs by means of any “"prospectus” " (within the meaning of the Act), or use any “"prospectus” " (within the meaning of the Act) in connection with the offer or sale of the Offered ADSsShares, in each case other than the Prospectus; (b) not to take, directly or indirectly, any action designed, or which will constitute, or has constituted, or might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered ADSsShares; (c) to pay or cause to be paid all taxes, if any, on the transfer and sale of the Offered ADSs Shares being sold by such Selling Shareholder; (d) to advise you the Representative promptly, and if requested by youthe Representative, confirm such advice in writing, so long as a prospectus is required by the Act to be delivered (whether physically or through compliance with Rule 172 under the Act or any similar rule) in connection with any sale of Offered ADSsShares, of (i) any material change in the business, properties, financial condition, results of operations or prospects of the Company and the Group Entities taken as a whole which comes to the attention of such Selling Shareholder, (ii) any change in information in the Registration Statement, the General Disclosure Package or Preliminary Prospectuses, the Prospectus and the Permitted Free Writing Prospectuses, if any, relating to such Selling Shareholder or (iiiii) any new material information relating to the Company or relating to any matter stated in the Registration Statement, the General Disclosure Package or Preliminary Prospectuses, the Prospectus and the Permitted Free Writing Prospectuses, if any, which comes to the attention of such Selling Shareholder; (e) prior to or concurrently with the execution and delivery of this Agreementagreement, to execute and deliver to the Underwriters a Power of Attorney, Custody Agreement and a Lock-Up Agreement, and solely in the case of the Controlling Shareholder, a Power of Attorney; and (f) prior in order to or concurrently document the Underwriters' compliance with the execution reporting and delivery withholding provisions of this Agreementthe Tax Equity and Fiscal Responsibility Act of 1982 with respect to the transactions herein contemplated, to such Selling Shareholder shall deliver to the Underwriters prior to or at the time of purchase a properly completed and executed United States Treasury W-8BEN or W-9 (or other applicable form or statement specified by Treasury Department regulations in lieu thereof).

Certain Covenants of the Selling Shareholders. Each Selling Shareholder hereby agrees: (a) not, at any time at or after the execution of this Agreement, to offer or sell any Ordinary Shares or ADSs by means of any “prospectus” (within the meaning of the Act), or use any “prospectus” (within the meaning of the Act) in connection with the offer or sale of the Offered ADSsShares, in each case other than the Prospectus; (b) not to take, directly or indirectly, any action designed, or which will constitute, or has constituted, or might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered ADSsShares; (c) to pay or cause to be paid all taxes, if any, on the transfer and sale of the Offered ADSs Shares being sold by such Selling Shareholder; (d) to advise you promptly, and if requested by you, confirm such advice in writing, so long as a prospectus is required by the Act to be delivered (whether physically or through compliance with Rule 172 under the Act or any similar rule) in connection with any sale of Offered ADSsShares, of (i) any material change in the business, properties, financial condition, results of operations or prospects of the Company and the Group Entities taken as a whole which comes to the attention of such Selling Shareholder, (ii) any change in information in the Registration StatementStatements, the General Disclosure Package or Preliminary Prospectuses, the Prospectus and the Permitted Free Writing Prospectuses, if any, relating to such Selling Shareholder or (iiiii) any new material information relating to the Company or relating to any matter stated in the Registration StatementStatements, the General Disclosure Package or Preliminary Prospectuses, the Prospectus and the Permitted Free Writing Prospectuses, if any, which comes to the attention of such Selling Shareholder;; and (e) prior to or concurrently with the execution and delivery of this Agreement, to execute and deliver to the Underwriters a Power of Attorney, a Custody Agreement and a Lock-Up Agreement; and (f) prior to or concurrently with the execution and delivery of this Agreement, to deliver to the Underwriters a properly completed and executed United States Treasury W-8BEN or W-9 (or other applicable form or statement specified by Treasury Department regulations in lieu thereof).

Certain Covenants of the Selling Shareholders. Each The Selling Shareholder Shareholders, jointly and severally, hereby agreesagree: (a) not, at any time at on or after the execution of this Agreement, to offer or sell distribute any Ordinary Shares or ADSs by means of any “"prospectus” (within the meaning of the Act), or use any “prospectus” " (within the meaning of the Act) or offering material in connection with the offer offering or sale of the Offered ADSs, in each case Shares other than the Registration Statement and the then most recent Prospectus; (b) not to take, directly or indirectly, any action designed, designed to or which will constitute, may constitute or has constituted, or which might reasonably be expected to cause or result in in, under the Exchange Act, the ISL or otherwise, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered ADSsShares; (c) to pay or cause all expenses incident to be paid all the performance of their respective obligations under, and the consummation of the transactions contemplated by this Agreement, including (i) any stamp duties, capital duties and stock transfer taxes, if any, on due and payable by them upon the transfer and sale of the Offered ADSs being sold by such Selling Shareholder;Shares to the Underwriters, and (ii) the fees and disbursements of their respective counsel and other advisors; and (d) to advise you promptly, and if requested by you, will confirm such advice in writing, so long as delivery of a prospectus is relating to the Securities by an underwriter or dealer may be required by the Act to be delivered (whether physically or through compliance with Rule 172 under the Act or any similar rule) in connection with any sale of Offered ADSsthe Exchange Act, of (i) any material change in the businessCompany's condition (financial or otherwise), propertiesprospects, financial conditionearnings, results business or properties of operations or prospects of the Company and the Group Entities taken as a whole which comes to the attention of such Selling ShareholderShareholder has knowledge, (ii) any change in information in the Registration Statement, the General Disclosure Package Statement or the Prospectus relating to such the Selling Shareholder or (iii) any new material information relating to the Company or relating to any matter stated in the Registration Statement, the General Disclosure Package or the Prospectus which comes to the attention of such Selling Shareholder; (e) prior to or concurrently with the execution and delivery of this Agreement, to execute and deliver to the Underwriters a Power of Attorney, Custody Agreement and Lock-Up Agreement; and (f) prior to or concurrently with the execution and delivery of this Agreement, to deliver to the Underwriters a properly completed and executed United States Treasury W-8BEN or W-9 (or other applicable form or statement specified by Treasury Department regulations in lieu thereof).