Company Assistance. The Company agrees to (i) assist the Depositary in the establishment of such procedures to enable the acceptance of the deposit of the Restricted CPOs, the issuance of such Restricted ADSs (in un-certificated form), the delivery of such Restricted ADSs, the transfer of the Restricted ADSs and the withdrawal of the Restricted CPOs, and (ii) take all commercially reasonable steps necessary and satisfactory to the Depositary to insure that the acceptance of the deposit of the Restricted CPOs, the issuance of such Restricted ADSs (in un-certificated form), the transfer of Restricted ADSs and the withdrawal of Restricted CPOs, in each case upon the terms and conditions set forth herein, do not materially prejudice the rights of Holders and Beneficial Owners of ADSs and do not violate the provisions of the Securities Act or any other applicable laws. In furtherance of the foregoing, the Company shall cause its U.S. counsel to deliver an opinion to the Depositary stating, inter alia, that (x) the deposit of the Restricted CPOs, and the issuance and delivery of Restricted ADSs, in each case upon the terms contemplated herein, does not require registration under the Securities Act, and (y) this letter agreement has been duly executed and delivered by the Company and constitutes its enforceable agreement.
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Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Citibank,N.A./ADR), Second Amended and Restated Deposit Agreement (Cemex Sab De Cv)
Company Assistance. The Company agrees to (i) assist provide commercially reasonable assistance upon the request of and to the Depositary in the establishment of such procedures to enable (a) the acceptance of the deposit by the Company of the Restricted CPOsWarrant Shares, and (b) the issuance of such Restricted ADSs (in un-certificated form), the delivery of such Restricted Warrant ADSs, the transfer of the Restricted ADSs and Warrant ADSs, the withdrawal of the Restricted CPOsWarrant Shares, and the conversion of Restricted Warrant ADSs into freely transferable unrestricted ADSs, and (ii) take all commercially reasonable steps necessary and satisfactory to requested by the Depositary to insure ensure that the acceptance of the deposit of the Restricted CPOsWarrant Shares, the issuance of such Restricted ADSs (in un-certificated form)Warrant ADSs, the transfer of the Restricted Warrant ADSs, the conversion of Restricted Warrant ADSs into freely transferable unrestricted ADSs, and the withdrawal of Restricted CPOsthe Warrant Shares, in each case upon the terms and conditions set forth herein, do not materially prejudice the any substantial existing rights of Holders and Beneficial Owners of ADSs (that are not Restricted ADSs) and do not violate the provisions of the Securities Act or any other applicable laws. In furtherance of the foregoing, the Company shall cause its U.S. counsel to deliver an opinion to the Depositary stating, inter alia, that (x) the deposit of the Restricted CPOs, and the issuance and delivery of Restricted ADSs, in each case upon the terms contemplated herein, does not require registration under the Securities Act, and (y) this letter agreement has been duly executed and delivered by the Company and constitutes its enforceable agreement.
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Samples: Deposit Agreement (Citibank,N.A./ADR), Warrant Exercise Series Letter Agreement (Citibank,N.A./ADR)
Company Assistance. The Company agrees to (i) assist the Depositary in the establishment of such procedures to enable the acceptance of the deposit of the Restricted CPOsShares, the issuance of such the ADSs and Restricted ADSs (in un-certificated form)ADSs, the delivery of such ADSs and Restricted ADSs, the transfer of the ADSs and Restricted ADSs and the withdrawal of the Restricted CPOsShares, and (ii) take take, and cause, instruct or direct others to take, all commercially reasonable steps necessary and satisfactory to the Depositary to insure ensure that the acceptance of the deposit of the Restricted CPOsShares, the issuance of such ADSs and Restricted ADSs (in un-certificated form)ADSs, the transfer of ADSs and Restricted ADSs ADSs, and the withdrawal of Restricted CPOsShares, in each case upon the terms and conditions set forth herein, do not materially prejudice the rights of Holders and Beneficial Owners of ADSs and do not violate the provisions of the Securities Act or any other applicable laws. In furtherance of the foregoing, the Company shall cause its U.S. counsel to deliver an opinion to the Depositary stating, inter alia, that (xa) the deposit of the Restricted CPOsShares, and the issuance and delivery of ADSs or Restricted ADSs, as applicable, in each case upon the terms contemplated herein, does do not require registration under the Securities Act, and (yb) this letter agreement Exchange Letter Agreement has been duly executed and delivered by the Company and constitutes its their enforceable agreementagreements.
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Company Assistance. The Company agrees to (i) assist the Depositary in the establishment of such procedures to enable the acceptance of the deposit of the Restricted CPOsShares, the issuance of such the ADSs and Restricted ADSs (in un-certificated form)ADSs, the delivery of such ADSs and Restricted ADSs, the transfer of the ADSs and Restricted ADSs and the withdrawal of the Restricted CPOsShares, and (ii) take take, and cause, instruct or direct others to take, all commercially reasonable steps necessary and satisfactory to the Depositary to insure ensure that the acceptance of the deposit of the Restricted CPOsShares, the issuance of such ADSs and Restricted ADSs (in un-certificated form)ADSs, the transfer of ADSs and Restricted ADSs ADSs, and the withdrawal of Restricted CPOsShares, in each case upon the terms and conditions set forth herein, do not materially prejudice the rights of Holders and Beneficial Owners of ADSs and do not violate the provisions of the Securities Act or any other applicable laws. In furtherance of the foregoing, the Company shall cause its U.S. counsel to deliver an opinion to the Depositary stating, inter alia, that (x) the deposit of the Restricted CPOsShares, and the issuance and delivery of ADSs or Restricted ADSs, as applicable, in each case upon the terms contemplated herein, does do not require registration under the Securities Act, and (y) this letter agreement Letter Agreement has been duly executed and delivered by the Company and constitutes its their enforceable agreementagreements.
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