Common use of Conversion of Foreign Currency Clause in Contracts

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollars, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received cancan in the reasonable judgment of the Depositary, pursuant to applicable law, be converted on a reasonable practicable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of of, or filing a report to, any government or agency thereof, the Depositary shall file shall, as promptly as practicable practicable, file such application for such approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in or such mattersreport, which counsel shall be instructed to act if any, as promptly as possibleit may deem desirable. If at any time the Depositary shall determine that in its reasonable judgment, pursuant to applicable law, any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of, or acceptance of any report to, any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable; or if any such approval, license or acceptance is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to to, or in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Holders entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Holders entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable practicable, net of any expenses incurred by the Depositary in connection with the conversion of currency pursuant to this Section 4.5, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other fair and practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. The Depositary shall inform the Issuer of the exchange rate at which any Foreign Currency conversion has been carried out. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license, if any, as it may deem desirable; provided, however, that if such application is made in the Depositary name of the Issuer, such applicable shall not be entitled to rely upon Brazilian local counsel in such mattersfiled unless approved by the Issuer, which counsel approval shall not be instructed to act as promptly as possible. unreasonably withheld or delayed.. If at any time the Depositary shall determine, following consultation with the Issuer, that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, not pursuant to applicable law, convertible, law or otherwise convertible on a reasonable basis in whole or in part, part into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary, following consultation with the Issuer, is not obtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary cannot be promptly obtained(following consultation with the Issuer), the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to to, or in its discretion, following consultation with the Issuer, may hold any amounts of nonconvertible such Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion, following consultation with the Issuer, make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary or the Custodian to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or shall, subject to the Custodian shall Foreign Exchange and Investment Contract and applicable laws and regulations, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. The Depositary shall exercise its rights under the Foreign Exchange and Investment Contract as and to the extent appropriate in order to effect such conversions and distributions, and is authorized to give such certifications, and enter into such agreements and arrangements, as may be necessary or convenient thereunder or in connection therewith, provided, however, that the Depositary shall not be obligated to incur any material expense in connection therewith or to take any action that would subject it to any expense, liability or civil or criminal penalty or sanction or civil or criminal proceedings, unless satisfactory indemnity is furnished with respect thereto. If such conversion, transfer conversion with regard to a particular Holder or distribution can be effected only with the approval or license of any government or agency thereofthereof other than the Foreign Exchange and Investment Contract and the approvals contemplated thereby, the Depositary shall file shall, as promptly as practicable practicable, file such application for approval or license, if any, as is reasonably necessary to effect such conversion or distribution; provided, however, that the Depositary shall be entitled to rely upon Brazilian Chilean local counsel in such mattersmatter, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency the Depositary shall determine that in its reasonable judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion reasonable judgment of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Holders entitled thereto, the Depositary may in its discretion make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent permissible to the Custodian to Holders entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners Holders entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil France for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, foreign currency by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency such currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable practicable basis into Dollars dollars and the resulting Dollars dollars transferred to the United States, the Depositary shall, subject to the Foreign Exchange Contracts and any requirements of Chilean law or the Custodian shall regulations in effect from time to time, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency currency into Dollars. Ifdollars, at the time of conversion of and such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto (net of the expenses of the Depositary in respect of such conversion) or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollarsdollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion to the Holders may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account such Holders because of the application of exchange restrictions, restrictions with regard to a particular Holder or otherwise or the date of delivery of any Receipt and without liability for interest. The Depositary shall exercise its rights under the Foreign Exchange Contracts as and to the extent appropriate in order to effect such conversions and distributions, and is authorized to give such certifications, and enter into such agreements and arrangements as may be necessary or otherwise and shall be net of any expenses of conversion into Dollars incurred by convenient thereunder or in connection therewith, provided, however, that the Depositary as provided shall not be obligated to incur any material expense in Section 5.09connection therewith or to take any action that would subject it to any expense, liability or civil or criminal penalty or sanction or civil or criminal preceding, unless satisfactory indemnity is furnished with respect thereto. If such conversion, transfer conversion or distribution to the Holders can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary shall determine that, in its judgment, any currency other than dollars received by the Depositary or the Custodian is notnot convertible on a practicable basis into dollars transferable to the United States, pursuant or if the Foreign Exchange Contracts shall cease to applicable law, convertible, be in whole effect or in part, into Dollarsthe rights of the Depositary thereunder shall be restricted or suspended, or if any approval or license of any government governmental authority or agency thereof which is required for such conversion is denied or or, in the opinion of the Depositary canDepositary, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make may distribute such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency currency (or an appropriate document evidencing the right to receive such Foreign Currencycurrency) received by the Depositary or Custodian to to, or, in its discretion, may hold such Owner and currency (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon interest) for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution in dollars to some Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in dollars to the extent permissible to the Holders for whom such conversion and distribution is practicable and may distribute the balance of such currency received by the Depositary to, or hold such balance for the account of (without liability for interest), the Holders for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received cancan in the reasonable judgment of the Depositary, pursuant to applicable law, be converted on a reasonable practicable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of of, or filing a report to, any government or agency thereof, the Depositary shall file shall, as promptly as practicable practicable, file such application for such approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in or such mattersreport, which counsel shall be instructed to act if any, as promptly as possibleit may deem desirable. If at any time the Depositary shall determine that in its reasonable judgment, pursuant to applicable law, any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of, or acceptance of any report to, any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable; or if any such approval, license or acceptance is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to to, or in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Holders entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Holders entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation in each case pursuant to Section 4.01. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owners (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such owners against the effects of inflation; provided that, at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company's expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent'’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency foreign currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency foreign currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 Article 13 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency foreign currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or as the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary shall, subject to any restrictions imposed by applicable law, regulations or the Custodian shall permits, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, net of any customary expenses incurred by the Depositary in connection with the conversion of currency pursuant to Section 4.05 of the Deposit Agreement, to the Owners entitled thereto oras of the record date fixed pursuant to Section 4.06 of the Deposit Agreement in accordance with any applicable provisions of Sections 4.01, if 4.02, 4.03 and 4.04 of the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationDeposit Agreement. Such distribution or conversion may be made upon an averaged or other fair and practicable basis without regard to any distinctions among Owners on account resulting from exchange restrictions or otherwise. Upon the request of exchange restrictionsthe Company, the date Depositary shall inform the Company of delivery of any Receipt or otherwise and shall be net of any expenses of the exchange rate at which Foreign Currency conversion into Dollars incurred by the Depositary as provided in Section 5.09has been carried out. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; provided, however, that if such application involves or refers to or is made on behalf of the Depositary Company, such application shall not be entitled to rely upon Brazilian local counsel in such mattersfiled unless approved by the Company, which counsel approval shall not be instructed to act as promptly as possibleunreasonably withheld or delayed. If at any time the Depositary shall determine, following consultation with the Company, that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable lawlaw or otherwise, convertible, in whole or in part, convertible on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canDepositary, following consultation with the Company, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the may distribute such Foreign Currency that is convertible into Dollars(or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or the Custodian to such Owner or may, make such conversion and, and will if permitted requested in writing by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permittedan Owner, hold such Dollars any amounts of Foreign Currency not distributed uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same, without liability for interest thereon. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some Owners entitled thereto, the Depositary may in its discretion, following consultation with the Company, make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, extent permissible to the Owners entitled thereto for whom such conversion and distribution is practicable and may distribute or cause the Custodian to distribute balance of the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to to, or hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall be instructed to act as promptly as possible; provided further, that the Company shall not be obligated to make any such filing. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States and/or to some or all Owners of Receipts, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever Subject to any restrictions imposed by Argentine laws, regulations or applicable permits issued by any Argentine governmental body, whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall promptly be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable and customary expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall promptly file as promptly as practicable such application for approval or license; however, if any, as it may deem desirable, after consultation with the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleIssuer. If at any time the Depositary shall determine that in its judgment any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, of if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its reasonable discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible and practicable to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto for whom such conversion and distribution is not permissible and practicable. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to the currency conversion made under the Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under the Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under Section 5.3 of that Agreement. The methodology used to determine exchange rates used in currency conversions is available upon request.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, received by way of dividends or other distributions or in the form of the net proceeds from the sale of securities, property or rights, and if if, at the time of time, the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall promptly convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)as, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be promptly distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or or instruments upon surrender thereof for cancellation, in either case, without liability for interest thereon. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall have discretion and authority to file as promptly as practicable such application for approval or license; , if any, as it may deem desirable. In no event, however, shall the Depositary be obligated to make such a filing, nor shall it be entitled liable for failure to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possiblereceive approval or licence. If at any time Foreign Currency the Depositary shall determine that in its judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtainable at a reasonable cost or within a reasonable period as determined by the Depositary, the Depositary shallmay in its discretion, (a) as but subject to that portion of the Foreign Currency that is convertible into Dollarsapplicable laws and regulations, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, either (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency such foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by to the Depositary Owners of Receipts entitled to receive the same, or Custodian to such Owner and (ii) hold such foreign currency for the Depositary shall hold or shall cause the Custodian to hold any amounts respective accounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such persons, uninvested and without liability for interest thereon interest. If any such conversion of foreign currency, in whole or in part, can be effected as aforesaid for distribution to some but not all of the Owners of Receipts entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars, to the extent such currency shall be convertible as aforesaid, to the Owners of Receipts entitled thereto and, with respect to the balance of such foreign currency, shall in its discretion, but subject to any applicable law and regulations, either (i) distribute or make available for distribution such balance to the persons who were Owners of Receipts entitled thereto with respect to whom such conversion could not then be effected, or (ii) hold such balance for the respective accounts of the Owners entitled to receive the samesuch persons, uninvested and without liability for interest.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 Article 13 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owner (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such Owners against the effects of inflation; provided that, at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company’s expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, if any, as it may deem desirable, except that the Depositary shall not file such an application for approval or license that refers to or is made on behalf of the Company until it is approved by the Company (which approval shall not be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleunreasonably withheld or delayed). If at any time Foreign Currency the Depositary shall determine that in its reasonable judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary in its reasonable discretion, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of foreign currency, and (b) as in whole or in part, cannot be effected for distribution to some of the nonconvertible balanceOwners entitled thereto, if any, the Depositary may in its discretion (i) if requested make such conversion and distribution in writing by an Owner, distribute or cause Dollars to the Custodian extent permissible to the Owners entitled thereto and (ii) distribute the Foreign Currency balance of the foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencycurrency other than Dollars ("foreign currency"), by way of dividends or other distributions or as the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary shall, subject to any restrictions imposed by applicable law, regulations or the Custodian shall permits, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, net of any reasonable and customary out-of-pocket expenses incurred by the Depositary in connection with the conversion of currency pursuant to this Section 4.05, to the Owners entitled thereto oras of the record date fixed pursuant to Section 4.06 in accordance with any applicable provisions of Sections 4.01, if the Depositary shall have distributed any rights4.02, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation4.03 and 4.04. Such distribution or conversion may be made upon an averaged or other fair and practicable basis without regard to any distinctions among Owners on account resulting from exchange restrictions or otherwise. Upon the request of exchange restrictionsthe Company, the date Depositary shall inform the Company of delivery of any Receipt or otherwise and shall be net of any expenses of the exchange rate at which foreign currency conversion into Dollars incurred by the Depositary as provided in Section 5.09has been carried out. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; howeverPROVIDED, HOWEVER, that if such application involves or refers to or is made on behalf of the Depositary Company, such application shall not be entitled to rely upon Brazilian local counsel in such mattersfiled unless approved by the Company, which counsel approval shall not be instructed to act as promptly as possibleunreasonably withheld or delayed. If at any time Foreign Currency the Depositary shall determine, following consultation with the Company, that in its reasonable judgment any foreign currency received by the Depositary or the Custodian is not, pursuant to applicable lawlaw or otherwise, convertible, in whole or in part, convertible on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canDepositary, following consultation with the Company, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to to, or in its discretion, following consultation with the Company, may hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such foreign currency proceeds uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same, without liability for interest thereon. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some Owners entitled thereto, the Depositary may in its discretion, following consultation with the Company, make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto for whom such conversion and distribution is practicable and may distribute the balance of the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary or the Custodian to, or hold such balance uninvested and without liability for the respective accounts of, the Owners entitled thereto for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then as promptly as possible to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation, in each case pursuant to Section 4.01 of the Deposit Agreement. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 Article 13 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owner (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such Owners against the effects of inflation; provided that at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company's expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then as promptly as possible to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation, in each case pursuant to Section 4.01. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owner (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such Owners against the effects of inflation; provided that at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company's expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. cancellation in each case pursuant to Section 4.01, Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owners (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such Owners against the effects of inflation; provided that, at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company’s expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Depositary shall determine in its judgment that any Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, convertible on a reasonable basis in whole or in part, part into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil Korea for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such an application for such approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian local Korean counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency foreign currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency foreign currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, Article 14 and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency foreign currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, into the Depositary's foreign investment account of securities, property or rights, into the Depositary's foreign investment account in the Russian Federation, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine determine, in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian on local Russian counsel in such matters, which counsel shall be instructed to act as promptly as possiblepracticable. If at any time Foreign Currency any foreign currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, convertible in whole or in part, part into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, or if any such approval or license is not promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency foreign currency that is convertible into Dollars, make such conversion and, and if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, 4.5 and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall if not so requested by an Owner, hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such foreign currency uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the foreign currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation and in accordance with the terms thereof, provided, however, that the Company may convert Foreign Currency in accordance with Section 4.1 hereof. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; howeverprovided that if such application involves or refers to the Company or is made on behalf of the Company, such application shall not be filed until approved by the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleCompany. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners may in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to its reasonable discretion distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution in Dollars to some of the Owners entitled thereto, the Depositary may in its reasonable discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and distribute the balance of the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsrights in respect of such Receipts, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United StatesDollars, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s the Custodian's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, If at the time of conversion of such Foreign Currency into Dollars, Dollars such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners the owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders Beneficial Owners thereof to such Dollars, then to the holders Beneficial Owners of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion of Foreign Currency into Dollars or distribution of Dollars or non-convertible Foreign Currency can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cancan not be promptly obtainedobtained within a reasonable time, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, and (i) if permitted by pursuant to applicable law, transfer such Dollars to the United States for distribution and distribute to Owners in accordance with the first paragraph of this Section 4.05 or, if of the Deposit Agreement or (ii) to the extent transfer of such transfer Dollars to the United States is not so permittedpermitted pursuant to applicable law, hold such Dollars uninvested and without liability for interest thereon as may not be transferred for the respective accounts benefit of the Owners entitled to receive the samethereto, and (b) as to the nonconvertible non-convertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and and, (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible non-convertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (ib)(i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever Subject to any restrictions imposed by the laws of Greece, regulations or applicable permits issued by any governmental body in Greece, if any, which is then performing the function of the regulation of currency exchange, whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or Deposited Securities or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars (net of reasonable and customary expenses incurred by the Depositary in conversion of the Foreign Currency) transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion shall be made in proportion to the number of American Depositary Shares representing Deposited Securities evidenced by Receipts held respectively by such Owners entitling them to such Dollars and may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such foreign currency into Dollars shall be distributed and as promptly as practicable shall distribute those Dollars to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then as promptly as practicable to the holders of such rights, warrants and/or or instruments upon surrender thereof for cancellation, in each case pursuant to Section 4.01. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary or the Custodian shall determine that in its judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled thereto. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to receive the samecurrency conversion made under this Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under this Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under Section 5.03. The methodology used to determine exchange rates used in currency conversions is available upon request.

Conversion of Foreign Currency. Whenever Subject to any restrictions imposed by the laws of Greece, regulations or applicable permits issued by any governmental body in Greece, if any, which is then performing the function of the regulation of currency exchange, whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or Deposited Securities or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars (net of reasonable and customary expenses incurred by the Depositary in conversion of the Foreign Currency) transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion shall be made in proportion to the number of American Depositary Shares representing Deposited Securities evidenced by Receipts held respectively by such Owners entitling them to such Dollars and may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Depositary shall determine that in its judgment any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, foreign currency by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency such currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable practicable basis into Dollars dollars and the resulting Dollars dollars transferred to the United States, the Depositary shall, subject to the Foreign Exchange Contract and any requirements of Chilean law or the Custodian shall regulations in effect from time to time, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency currency into Dollars. Ifdollars, at the time of conversion of and such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto (net of the expenses of the Depositary in respect of such conversion) or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollarsdollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion to the Holders may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account such Holders because of the application of exchange restrictions, restrictions with regard to a particular Holder or otherwise or the date of delivery of any Receipt and without liability for interest. The Depositary shall exercise its rights under the Foreign Exchange Contract as and to the extent appropriate in order to effect such conversions and distributions, and is authorized to give such certifications, and enter into such agreements and arrangements as may be necessary or otherwise and shall be net of any expenses of conversion into Dollars incurred by convenient thereunder or in connection therewith, provided, however, that the Depositary as provided shall not be obligated to incur any material expense in Section 5.09connection therewith or to take any action that would subject it to any expense, liability or civil or criminal penalty or sanction or civil or criminal preceding, unless satisfactory indemnity is furnished with respect thereto. If such conversion, transfer conversion or distribution to the Holders can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary shall determine that, in its judgment, any currency other than dollars received by the Depositary or the Custodian is notnot convertible on a practicable basis into dollars transferable to the United States, pursuant or if the Foreign Exchange Contract shall cease to applicable law, convertible, be in whole effect or in part, into Dollarsthe rights of the Depositary thereunder shall be restricted or suspended, or if any approval or license of any government governmental authority or agency thereof which is required for such conversion is denied or or, in the opinion of the Depositary canDepositary, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make may distribute such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency currency (or an appropriate document evidencing the right to receive such Foreign Currencycurrency) received by the Depositary or Custodian to to, or, in its discretion, may hold such Owner and currency (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon interest) for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution in dollars to some Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in dollars to the extent permissible to the Holders for whom such conversion and distribution is practicable and may distribute the balance of such currency received by the Depositary to, or hold such balance for the account of (without liability for interest), the Holders for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsDeposited Property, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable practicable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil Korea for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt ADR or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such an application for such approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian local Korean counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, law convertible in whole or in part, part on a practicable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cannot be promptly obtainedobtained in a reasonable amount of time, or if any such approval or license is not obtained within a reasonable period as reasonably determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, Deposit Agreement and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed distributed, as promptly as practicable, any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made in proportion to the number of American Depositary Shares representing Deposited Securities evidenced by Receipts held respectively by such Owners entitling them to such Dollars and may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel if any, as it may, in such mattersits sole discretion, which counsel shall be instructed to act as promptly as possibledeem desirable. If at any time the Depositary shall determine in its reasonable judgment that any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto; provided, however, that if requested in writing by an Owner entitled thereto, the Depositary shall distribute such balance of foreign currency to such Owner as promptly as practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, foreign currency by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency such currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable practicable basis into Dollars dollars and the resulting Dollars dollars transferred to the United States, the Depositary shall, subject to Foreign Exchange Contract(s) and any requirements of Chilean law or the Custodian shall regulations in effect from time to time, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency currency into Dollars. Ifdollars, at the time of conversion of and such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto (net of the expenses of the Depositary in respect of such conversion) or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollarsdollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion to the Holders may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account such Holders because of the application of exchange restrictions, restrictions with regard to a particular Holder or otherwise or the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by without liability for interest. If applicable, the Depositary shall exercise its rights under any Foreign Exchange Contract(s) as provided and to the extent appropriate in Section 5.09order to effect such conversions and distributions, and is authorized to give such certifications, and enter into such agreements and arrangements as may be necessary or convenient thereunder or in connection therewith, provided, however, that the Depositary shall not be obligated to incur any material expense in connection therewith or to take any action that would subject it to any expense, liability or civil or criminal penalty or sanction or civil or criminal proceeding, unless satisfactory indemnity is furnished with respect thereto. If such conversion, transfer conversion or distribution to the Holders can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary shall determine that, in its judgment, any currency other than dollars received by the Depositary or the Custodian is notnot convertible on a practicable basis into dollars transferable to the United States, pursuant or, if applicable, the Foreign Exchange Contract(s) shall cease to applicable law, convertible, be in whole effect or in part, into Dollarsthe rights of the Depositary thereunder shall be restricted or suspended, or if any approval or license of any government governmental authority or agency thereof which is required for such conversion is denied or or, in the opinion of the Depositary canDepositary, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make may distribute such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency currency (or an appropriate document evidencing the right to receive such Foreign Currencycurrency) received by the Depositary or Custodian to to, or, in its discretion, may hold such Owner and currency (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon interest) for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution in dollars to some Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in dollars to the extent permissible to the Holders for whom such conversion and distribution is practicable and may distribute the balance of such currency received by the Depositary to, or hold such balance for the account of (without liability for interest), the Holders for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsrights in respect of such Receipts, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United StatesDollars, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, If at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners the owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion of Foreign Currency into Dollars or distribution of Dollars or non-convertible Foreign Currency can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cancan not be promptly obtainedobtained within a reasonable time, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, and (i) if permitted by pursuant to applicable law, transfer such Dollars to the United States for distribution and distribute to Owners in accordance with the first paragraph of this Section 4.05 or, if or (ii) to the extent transfer of such transfer Dollars to the United States is not so permittedpermitted pursuant to applicable law, hold such Dollars uninvested and without liability for interest thereon as may not be transferred for the respective accounts benefit of the Owners entitled to receive the samethereto, and (b) as to the nonconvertible non-convertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and and, (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible non-convertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (ib)(i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable practicable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil the Republic of Korea for distribution to Owners Holders entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt ADS or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian Korean local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners Holders in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, 4.06 and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Ownera Holder, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner Holder and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners Holders entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed be, as promptly as practicable practicable, distributed to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders Beneficial Owners thereof to such Dollars, then to the holders Beneficial Owners of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary may, and upon the reasonable request of the Issuer as long as such requested action does not impose an undue burden upon the Depositary, shall file as promptly as practicable such application for approval or license; however, if any, as it may deem desirable after consultation with the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleIssuer. If at any time Foreign Currency the Depositary shall determine that in its judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollarsor in its discretion may, make such conversion and, if permitted by applicable law, transfer such Dollars after notification to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permittedIssuer, hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to, or, after notification to the immediate preceding subclause (i) Issuer, hold such balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. : If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owner (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such Owners against the effects of inflation.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of the Federative Republic of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then as promptly as possible to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation, in each case pursuant to Section 4.01 of the Deposit Agreement. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever In the event that the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights, preferences or privileges to subscribe for or to purchase additional Shares or any rights, preferences or privileges of any other nature, such rights, pref­erences or privileges shall be made available by the Depositary to the Owners of Receipts representing such Deposited Securities in such manner as the Depositary may determine, either by the issue to such Owners of warrants representing such right, preferences or privileges or by such other method as may be approved by the Custodian shall receive Foreign CurrencyDe­positary in its discretion; provided, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and however that if at the time of issue or offer of any rights, preferences or privileges the receipt thereof Depositary determines that it is not lawful or not feasible to make such rights available to such Owners by the Foreign Currency so received canissue of warrants or otherwise, pursuant to applicable law, be converted on a reasonable basis into Dollars or if and the resulting Dollars transferred to the United Statesextent so instructed by such Own­ers that such Owners do not desire to exercise such rights, prefer­ences or privileges, the Depositary in its discretion may, if the applicable laws permit such transfer, sell such rights, prefer­ences or the Custodian shall convert privileges at public or cause to be converted private sale, at such place of places and upon such terms as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable lawdeem proper, such Foreign Currency into Dollars. If, at and distribute the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable net proceeds to the Owners of Receipts entitled thereto or, if as in the Depositary shall have distributed case of a distribution received in cash. The Company will in connection with any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders offer of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution preferences or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollars, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollarsprivileges, make such conversion andrights, if permitted preferences or privi­leges generally transferable or consent to the transfer thereof by applicable lawforeign investors not resident in the Commonwealth of Australia. If registration under the Securities Act of 1933 of the secu­rities to which any rights preferences or privileges relate is required in order for the Company to offer such rights, transfer prefer­ences or privileges to Owners of Receipts and sell the securities represented by such Dollars rights, preference or privileges, neither the Company nor the Depositary is required to offer such rights, pref­erences or privileges to Owners of Receipts or the Depositary un­der any circumstances. The Depositary will not offer any such rights, preferences or privileges to Owners, or any securities to which they relate, unless the Company furnishes certain evidences or an opinion of counsel for the Company in the United States for distribution sat­isfactory to Owners the Depositary in accordance respect of compliance with the first paragraph Se­curities Act of 1933. The Company has no obligation to provide such evidences or opinions and nothing in this Section 4.05 orReceipt or the De­posit Agreement shall create, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for any obligation on the respective accounts part of the Owners entitled Company to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian file a registration statement with respect to such Owner and (ii) the Depositary shall hold rights or shall cause the Custodian underlying securities or to hold any amounts of nonconvertible Foreign Currency not distributed pursuant endeavor to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the samehave such a reg­istration statement declared effective.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation and in accordance with the terms thereof, provided, however, that the Company may convert Foreign Currency in accordance with Article 12 hereof. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; howeverprovided that if such application involves or refers to the Company or is made on behalf of the Company, such application shall not be filed until approved by the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleCompany. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners may in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to its reasonable discretion distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) Table of Contents uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution in Dollars to some of the Owners entitled thereto, the Depositary may in its reasonable discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in Table of Contents any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation and in accordance with the terms thereof, provided, however, that the Company may convert Foreign Currency in accordance with Section 4.1 hereof. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; howeverprovided that if such application involves or refers to the Company or is made on behalf of the Company, such application shall not be filed until approved by the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleCompany. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners may in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to its reasonable discretion distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution in Dollars to some of the Owners entitled thereto, the Depositary Table of Contents may in its reasonable discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and distribute the balance of the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable lawin the judgment of the Depositary, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt American Depositary Shares or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; provided, however, that the Depositary shall be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable lawin the judgment of the Depositary, convertible, in whole or in part, on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, 4.5 and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable lawin the judgment of the Depositary, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; provided, however, that the Depositary shall be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable lawin the judgment of the Depositary, convertible, in whole or in part, on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, and such Dollars canshall, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable practicable, be distributed to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any taxes, governmental charges or expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of of, or requires a filing with, any government or agency thereof, the Depositary shall shall, without unreasonable delay, file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in or make such mattersfiling, which counsel shall be instructed to act if any, as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary or the Custodian shall determine that in its reasonable judgment that any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which that is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainable, or if any such approval or license is not obtained, at a reasonable cost or within a reasonable period, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its reasonable discretion make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine determine, in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil France for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; provided, however, that the Depositary shall will be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall will be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shallwill, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, Deposit Agreement and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall will hold or shall will cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed distributed, as promptly as practicable, any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made in proportion to the number of American Depositary Shares representing Deposited Securities evidenced by Receipts held respectively by such Owners entitling them to such Dollars and may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel if any, as it may, in such mattersits sole discretion, which counsel shall be instructed to act as promptly as possibledeem desirable. If at any time the Depositary shall determine in its reasonable judgment that any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto; PROVIDED, HOWEVER, that if requested in writing by an Owner entitled thereto, the Depositary shall distribute such balance of foreign currency to such Owner as promptly as practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil Korea for distribution to Owners Holders entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian Korean local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners Holders in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Ownera Holder, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner Holder and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners Holders entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 Article 13 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such owner (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such owners against the effects of inflation; provided that, at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company's expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever Subject to any restrictions imposed by Ghanaian law, regulations or applicable permits, when­ever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed distri­buted any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictionsrestric­tions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, received by way of dividends or other distributions or in the form of net proceeds from the sale of securities, property or rights, and if if, at the time of time, the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable lawin the judgment of the Depositary, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall as soon as practicable convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency foreign currency into Dollars. If, at and such Dollars (less any reasonable and customary expenses incurred by the time of Depositary in the conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside foreign currency and any expenses incurred on behalf of Brazil for distribution to Owners entitled thereto, such Dollars the Registered Holder in complying with currency exchange control or other governmental requirements) shall be promptly distributed as promptly as practicable to the Owners Registered Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or or instruments upon surrender thereof for cancellation, in either case, without liability for interest thereon. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Registered Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09otherwise. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary Depositary, with the assistance of, and at the reasonable expense of, the Company, shall file as promptly as practicable make reasonable efforts to apply, or procure that an application be made, for such application for approval or license; , if any, as it may deem desirable. In no event, however, shall the Depositary be obligated to make such a filing, nor shall it be entitled liable for failure to rely upon Brazilian local counsel in obtain such matters, which counsel shall be instructed to act as promptly as possiblepermit or license. If at any time Foreign Currency the Depositary shall determine that in its judgment any foreign currency received by the Depositary is not convertible on a reasonable basis into Dollars transferable to the United States or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollarsthat such conversion would not be lawful, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtainable at a reasonable cost or within a reasonable period as determined by the Depositary, the Depositary shallmay in its discretion, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars after notice to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the sameCompany, and (b) as subject to the nonconvertible balanceapplicable laws and regulations, if any, either (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency such foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by to the Depositary Registered Holders of Receipts entitled to receive the same, or Custodian to such Owner and (ii) hold such foreign currency, without liability for interest thereon, for the Depositary shall hold or shall cause the Custodian to hold any amounts respective accounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such persons, uninvested and without liability for interest thereon interest. If any such conversion of foreign currency, in whole or in part, can be effected as aforesaid for distribution to some but not all of the Registered Holders of Receipts entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars, to the extent such currency shall be convertible as aforesaid, to the Registered Holders of Receipts entitled thereto and, with respect to the balance of such foreign currency, shall in its discretion, after consultation with the Company, and subject to any applicable law and regulations, either (i) distribute or make available for distribution such balance to the persons who were Registered Holders of Receipts entitled thereto with respect to whom such conversion could not then be effected, or (ii) hold such balance for the respective accounts of the Owners entitled to receive the samesuch persons, uninvested and without liability for interest.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of the Federative Republic of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then as promptly as possible to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation, in each case pursuant to Section 4.01. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsrights in respect of such Receipts, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United StatesDollars, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agentthe Custodian’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, If at the time of conversion of such Foreign Currency into Dollars, Dollars such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners the owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders Beneficial Owners thereof to such Dollars, then to the holders Beneficial Owners of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion of Foreign Currency into Dollars or distribution of Dollars or non-convertible Foreign Currency can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cancan not be promptly obtainedobtained within a reasonable time, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, and (i) if permitted by pursuant to applicable law, transfer such Dollars to the United States for distribution and distribute to Owners in accordance with the first paragraph of this Section 4.05 or, if of the Deposit Agreement or (ii) to the extent transfer of such transfer Dollars to the United States is not so permittedpermitted pursuant to applicable law, hold such Dollars uninvested and without liability for interest thereon as may not be transferred for the respective accounts benefit of the Owners entitled to receive the samethereto, and (b) as to the nonconvertible non-convertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and and, (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible non-convertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (ib)(i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsrights in respect of such Receipts, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United StatesDollars, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agentCustodian’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, If at the time of conversion of such Foreign Currency into Dollars, Dollars such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners the owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion of Foreign Currency into Dollars or distribution of Dollars or non-convertible Foreign Currency can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cancan not be promptly obtainedobtained within a reasonable time, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, and (i) if permitted by pursuant to applicable law, transfer such Dollars to the United States for distribution and distribute to Owners in accordance with the first paragraph of this Section 4.05 or, if or (ii) to the extent transfer of such transfer Dollars to the United States is not so permittedpermitted pursuant to applicable law, hold such Dollars uninvested and without liability for interest thereon as may not be transferred for the respective accounts benefit of the Owners entitled to receive the samethereto, and (b) as to the nonconvertible non-convertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and and, (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (ib)(i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to the currency conversion made under this Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under this Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under Section 5.03. The methodology used to determine exchange rates used in currency conversions is available upon request.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency)) , by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollars, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or as the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary shall, subject to any restrictions imposed by applicable law, regulations or the Custodian shall permits, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, net of any reasonable and customary out-of-pocket expenses incurred by the Depositary in connection with the conversion of currency pursuant to Section 4.05 of the Deposit Agreement, to the Owners entitled thereto oras of the record date fixed pursuant to Section 4.06 of the Deposit Agreement in accordance with any applicable provisions of Sections 4.01, if 4.02, 4.03 and 4.04 of the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationDeposit Agreement. Such distribution or conversion may be made upon an averaged or other fair and practicable basis without regard to any distinctions among Owners on account resulting from exchange restrictions or otherwise. Upon the request of exchange restrictionsthe Company, the date Depositary shall inform the Company of delivery of any Receipt or otherwise and shall be net of any expenses of the exchange rate at which Foreign Currency conversion into Dollars incurred by the Depositary as provided in Section 5.09has been carried out. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; provided, however, that if such application involves or refers to or is made on behalf of the Depositary Company, such application shall not be entitled to rely upon Brazilian local counsel in such mattersfiled unless approved by the Company, which counsel approval shall not be instructed to act as promptly as possibleunreasonably withheld or delayed. If at any time the Depositary shall determine, following consultation with the Company, that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable lawlaw or otherwise, convertible, in whole or in part, convertible on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canDepositary, following consultation with the Company, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the samemay, and (b) as to the nonconvertible balance, if any, (i) will if requested in writing by an Owner, distribute such Foreign Currency (or cause an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or the Custodian to such Owner or may, and will if requested in writing by an Owner, hold any amounts of Foreign Currency not distributed uninvested for the respective accounts of, the Owners entitled to receive the same, without liability for interest thereon. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some Owners entitled thereto, the Depositary may in its discretion, following consultation with the Company, make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto for whom such conversion and distribution is practicable and may distribute the balance of the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to to, or hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation and in accordance with the terms thereof, provided, however, that the Company may convert Foreign Currency in accordance with Section 4.1 hereof. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible5.9. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners may in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to its reasonable discretion distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution in Dollars to some of the Owners entitled thereto, the Depositary may in its reasonable discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and distribute the balance of the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted within one business day or, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt American Depositary Shares or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall be instructed to act as promptly as possible; provided further, that the Company shall not be obligated to make any such filing. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States and/or to some or all Owners, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable practicable, net of any expenses incurred by the Depositary in connection with the conversion of currency pursuant to this Section 4.5, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other fair and practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. The Depositary shall inform the Issuer of the exchange rate at which any Foreign Currency conversion has been carried out. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or license, if any, as it may deem desirable; provided, however, that if such application is made in the Depositary name of the Issuer, such applicable shall not be entitled to rely upon Brazilian local counsel in such mattersfiled unless approved by the Issuer, which counsel approval shall not be instructed to act as promptly as possibleunreasonably withheld or delayed. If at any time the Depositary shall determine, following consultation with the Issuer, that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, not pursuant to applicable law, convertible, law or otherwise convertible on a reasonable basis in whole or in part, part into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary, following consultation with the Issuer, is not obtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary cannot be promptly obtained(following consultation with the Issuer), the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to to, or in its discretion, following consultation with the Issuer, may hold any amounts of nonconvertible such Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion, following consultation with the Issuer, make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary or the Custodian to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable lawin the judgment of the Depositary, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine determine, in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; provided, however, that the Depositary shall will be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall will be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable lawin the judgment of the Depositary, convertible, in whole or in part, on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shallwill, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, Deposit Agreement and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall will hold or shall will cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Rule 144A Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Rule 144A Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Rule 144A Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners Rule 144A GDS Holders entitled thereto or, if the Rule 144A Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Rule 144A GDS Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Rule 144A Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Rule 144A Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Rule 144A Depositary shall determine in its judgment that any Foreign Currency received by the Rule 144A Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Rule 144A Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Rule 144A Depositary, the Rule 144A Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Rule 144A Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners Rule 144A GDS Holders entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Rule 144A GDS Holders entitled thereto, the Rule 144A Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Rule 144A GDS Holders entitled thereto and may distribute the balance of the Foreign Currency received by the Rule 144A Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Rule 144A GDS Holders entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsrights in respect of such Receipts, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United StatesDollars, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s the Custodian's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, If at the time of conversion of such Foreign Currency into Dollars, Dollars such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners the owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders Beneficial Owners thereof to such Dollars, then to the holders Beneficial Owners of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion of Foreign Currency into Dollars or distribution of Dollars or non-convertible Foreign Currency can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cancan not be promptly obtainedobtained within a reasonable time, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, and (i) if permitted by pursuant to applicable law, transfer such Dollars to the United States for distribution and distribute to Owners in accordance with the first paragraph of this Section 4.05 or, if of the Deposit Agreement or (ii) to the extent transfer of such transfer Dollars to the United States is not so permittedpermitted pursuant to applicable law, hold such Dollars uninvested and without liability for interest thereon as may not be transferred for the respective accounts benefit of the Owners entitled to receive the samethereto, and (b) as to the nonconvertible non-convertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and and, (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible non-convertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (ib)(i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to the currency conversion made under this Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under this Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under Section 5.03. The methodology used to determine exchange rates used in currency conversions is available upon request.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyreceives foreign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as reasonably practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency that foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such and those Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationthereto. Such A cash distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners based on account of exchange restrictions, the date of delivery of any Receipt American Depositary Shares or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9. If such conversion, transfer a conversion of foreign currency or the repatriation or distribution of Dollars can be effected only with the approval or license of any government or agency thereof, the Depositary shall may, but will not be required to, file as promptly as practicable such an application for that approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at the Depositary, after consultation with the Company to the extent practicable, determines that in its reasonable judgment any time Foreign Currency foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which that is required for such conversion is denied not filed or in sought by the opinion of Depositary, or if any required approval or license is not obtained within a reasonable period as determined by the Depositary cannot be promptly obtainedDepositary, the Depositary shallmay distribute the foreign currency received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make that conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent practicable and permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) that balance uninvested and without liability for interest thereon for the respective accounts of account of, the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or shall, subject to the Custodian shall Foreign Exchange and Investment Contract and applicable laws and regulations, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. The Depositary will exercise its rights under the Foreign Exchange and Investment Contract as and to the extent appropriate in order to effect such conversions and distributions, and is authorized to give such certifications, and enter into such agreements and arrangements, as may be necessary or convenient thereunder or in connection therewith, provided, however, that the Depositary will not be obligated to incur any material expense in connection therewith or to take any action that would subject it to any expense, liability or civil or criminal penalty or sanction or civil or criminal proceedings, unless satisfactory indemnity is furnished with respect thereto. If such conversion, transfer conversion with regard to a particular Owner or distribution can be effected only with the approval or license of any government or agency thereofthereof other than the Foreign Exchange and Investment Contract and the approvals contemplated thereby, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary shall determine that in its judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at which in the time judgment of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, Depositary can at such time be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)basis, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. IfDollars transferable to the United States and distributable to the Holders entitled thereto, at the time of conversion of Depositary shall convert or cause to be converted, by sale or in any other manner that it may determine, such Foreign Currency into Dollars, and shall distribute such Dollars can, pursuant to (net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.6) in accordance with the terms of the applicable law, be transferred outside sections of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if Deposit Agreement. If the Depositary shall have distributed any rights, warrants or other instruments which that entitle the holders thereof to such Dollars, then the Depositary shall distribute such Dollars to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation, in either case without liability for interest thereon. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of any application of exchange restrictions, the date of delivery of any Receipt restrictions or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09otherwise. If such conversion, transfer conversion or distribution generally or with regard to a particular Holder can be effected only with the approval or license of any government or agency thereof, the Depositary shall have authority to file as promptly as practicable such application for approval or license; , if any, as it may deem desirable. In no event, however, shall the Depositary shall be entitled obligated to rely upon Brazilian local counsel in make such matters, which counsel shall be instructed to act as promptly as possiblea filing. If at any time the conversion of any Foreign Currency and the transfer and distribution of proceeds of such conversion received by the Depositary is not practicable or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollarslawful, or if any approval or license of any government governmental authority or agency thereof which that is required for such conversion conversion, transfer and distribution is denied or or, in the opinion of the Depositary canDepositary, not be promptly obtainedobtainable at a reasonable cost or within a reasonable period, the Depositary shallmay, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if anyits discretion, (i) if requested make such conversion and distribution in writing by an OwnerDollars to the Holders for whom such conversion, distribute or cause the Custodian to transfer and distribution is lawful and practicable, (ii) distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to Holders for whom this is lawful and practicable or Custodian to such Owner and (iiiii) the Depositary shall hold (or shall cause the Custodian to hold any amounts of nonconvertible hold) such Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon thereon) for the respective accounts of the Owners Holders entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil Italy for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian Italian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, Dollars make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyforeign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such foreign currency into Dollars shall be distributed and as promptly as practicable shall distribute those Dollars to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then as promptly as practicable to the holders of such rights, warrants and/or or instruments upon surrender thereof for cancellation, in each case pursuant to Section 4.01. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary or the Custodian shall determine that in its judgment any foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever Subject to any restrictions imposed by Argentine laws, regulations or applicable permits issued by any Argentine governmental body, whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall promptly be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable and customary expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall promptly file as promptly as practicable such application for approval or license; however, if any, as it may deem desirable, after consultation with the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleIssuer. If at any time the Depositary shall determine that in its judgment any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, of if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its reasonable discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same.. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible and practicable to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto for whom such conversion and distribution is not permissible and practicable. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to the currency conversion made under the Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under the Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, can pursuant to applicable law, law be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall promptly convert or cause to be converted as promptly as reasonably practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be promptly distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt American Depositary Shares or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement or taxes and other governmental charges to be withheld by the Company, the Custodian or the Depositary. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable reasonably practicable, such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem necessary and appropriate. If at any time the Depositary determines in its reasonable judgment that any Foreign Currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsrights in respect of such Receipts, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United StatesDollars, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agentthe Custodian’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, If at the time of conversion of such Foreign Currency into Dollars, Dollars such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners the owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any reasonable expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion of Foreign Currency into Dollars or distribution of Dollars or non-convertible Foreign Currency can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cancan not be promptly obtainedobtained within a reasonable time, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, and (i) if permitted by pursuant to applicable law, transfer such Dollars to the United States for distribution and distribute to Owners in accordance with the first paragraph of this Section 4.05 or, if or (ii) to the extent transfer of such transfer Dollars to the United States is not so permittedpermitted pursuant to applicable law, hold such Dollars uninvested and without liability for interest thereon as may not be transferred for the respective accounts benefit of the Owners entitled to receive the samethereto, and (b) as to the nonconvertible non-convertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and and, (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (ib)(i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall promptly convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall promptly be distributed as promptly as practicable to the Owners entitled thereto in proportion to the number of ADSs representing such Deposited Securities evidenced by ADRs held by them, respectively, or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Depositary shall determine in its reasonable judgment that any Foreign Currency received by the Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion, after notice to the Company, make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at which in the time judgment of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, Depositary can at such time be converted on a reasonable practicable basis into Dollars and the resulting Dollars transferred transferable to the United StatesU.S. and distributable to Holders entitled thereto, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, and shall distribute such Dollars can(net of any applicable fees, pursuant to any reasonable and customary expenses incurred on behalf of the Holders in complying with currency exchange control or other governmental requirements) in accordance with the terms of the applicable law, be transferred outside sections of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if this Rule 144A Deposit Agreement. If the Depositary shall have distributed any rights, warrants or other instruments which that entitle the holders thereof to such Dollars, then the Depositary shall distribute such Dollars to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation, in either case without liability for interest thereon. Such distribution or conversion may shall be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of any application of exchange restrictions, the date of delivery of any Receipt restrictions or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09otherwise. If such conversion, transfer conversion or distribution generally or with regard to a particular Holder can be effected only with the approval or license of any government or agency thereof, the Depositary shall have authority to file as promptly as practicable such application for approval or license; , if any, as it may deem desirable. In no event, however, shall the Depositary shall be entitled obligated to rely upon Brazilian local counsel in make such matters, which counsel shall be instructed to act as promptly as possiblea filing. If at any time the Depositary shall determine that in its judgment the conversion of any Foreign Currency and the transfer and distribution of proceeds of such conversion received by the Depositary is not practicable or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollarslawful, or if any approval or license of any government governmental authority or agency thereof which that is required for such conversion conversion, transfer or distribution is denied or or, in the opinion of the Depositary canDepositary, not be promptly obtainedobtainable at a reasonable cost or within a reasonable period, the Depositary shallmay, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if anyits discretion, (i) if requested make such conversion and distribution in writing by an OwnerDollars to the Holders for whom such conversion, distribute or cause the Custodian to transfer and distribution is lawful and practicable, (ii) distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner Holders for whom this is lawful and practicable, and (iiiii) the Depositary shall hold (or shall cause the Custodian to hold any amounts of nonconvertible hold) such Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon thereon) for the respective accounts of of, the Owners Holders entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, foreign currency by way of dividends or other distributions or the net proceeds from the sale of securities, securities property or rights, rights and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, States the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency foreign currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be promptly distributed as promptly as practicable to the Owners entitled thereto or, or if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, Dollars then to the holders of such rights, warrants and/or andor instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, restrictions the date of delivery of any Receipt or otherwise and shall be net of any reasonable expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, thereof the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act license as promptly as possiblepracticable. If at any time Foreign Currency the Depositary shall determine that in its judgment any foreign currency received by the Depositary or the Custodian is not, not pursuant to applicable law, convertible, law convertible in whole or in part, part on a reasonable basis into Dollars, Dollars transferable to the United States or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cannot be promptly obtained, obtained in a reasonable amount of time or if any such approval or license is not obtained within a reasonable period as reasonably determined by the Depositary shall, (a) the Depositary shall a as to that portion of the Foreign Currency foreign currency that is convertible into Dollars, Dollars make such conversion and, if and to the extent permitted by applicable law, law transfer such Dollars to the United States for distribution to Owners as promptly as practicable in accordance with the first paragraph of this Section 4.05 or, 4.5 of the Deposit Agreement and b as to the inconvertible balance if any i if requested by an Owner distribute the foreign currency or an appropriate document evidencing the right to receive such transfer is foreign currency received by the Depositary to such Owner and ii if not so permitted, requested by an Owner may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same. 14.

Conversion of Foreign Currency. Whenever the Depositary or ------------------------------ the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into Dollars, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyreceives foreign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as reasonably practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency that foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such and those Dollars shall be distributed distributed, as promptly as practicable reasonably practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationthereto. Such A cash distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners based on account of exchange restrictions, the date of delivery of any Receipt American Depositary Shares or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9 of the Deposit Agreement. If such conversion, transfer a conversion of foreign currency or the repatriation or distribution of Dollars can be effected only with the approval or license of any government or agency thereof, the Depositary shall file may, but will not be required to, as promptly as practicable such reasonably practicable, file an application for that approval or license; however, . If the Depositary shall be entitled to rely upon Brazilian local counsel determines that in such matters, which counsel shall be instructed to act as promptly as possible. If at its judgment any time Foreign Currency foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which that is required for such conversion is denied not filed or in the opinion of sought by the Depositary canor is not be promptly obtainedobtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make that conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent practicable and permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) that balance uninvested and without liability for interest thereon for the respective accounts of account of, the Owners entitled thereto. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to receive the samecurrency conversion made under the Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under the Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under Section 5.3 of that Agreement. The methodology used to determine exchange rates used in currency conversions is available upon request.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. cancellation in each case pursuant to Section 4.01, Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owners (as the same may be adjusted as a consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and Table of Contents without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such Owners against the effects of inflation; provided that, at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company's expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation and in accordance with the terms thereof, provided, however, that the Company may convert Foreign Currency in accordance with Article 12 hereof. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; howeverprovided that if such application involves or refers to the Company or is made on behalf of the Company, such application shall not be filed until approved by the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleCompany. If at any time such conversion of Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertibleCurrency, in whole or in part, into Dollars, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedeffected for distribution in Dollars to some of the Owners entitled thereto, the Depositary shall, (a) as may in its reasonable discretion make such conversion and distribution in Dollars to that portion the extent permissible to the Owners entitled thereto and may distribute the balance of the Foreign Currency that is convertible into Dollarsreceived by the Depositary to, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, or hold such Dollars balance uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the samethereto.

Conversion of Foreign Currency. Whenever the Depositary Custodian or the Custodian Depositary shall receive Foreign Currencycurrency other than dollars (in this Section 4.06, hereinafter referred to as foreign currency), by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, in the judgment of the Depositary and pursuant to applicable law, be converted on a reasonable basis into Dollars dollars distributable to the Holders of the GDRs entitled thereto and the resulting Dollars dollars transferred to the United States, the Depositary or shall, subject to applicable laws and regulations and the Custodian shall provisions of this Deposit Agreement, as promptly as practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency foreign currency into Dollars. Ifdollars, at and such dollars (less any reasonable and customary expenses incurred by the time of Depositary in the conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars the foreign currency) shall be distributed distributed, as promptly as practicable practicable, to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollarsdollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may shall be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of any application of exchange restrictions, the date of delivery of any Receipt restrictions or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09otherwise. If such conversion, transfer conversion with regard to a particular Holder or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall may file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel if any, as it may deem desirable, in such matters, which counsel shall be instructed to act as promptly as possiblegood faith. If at any time Foreign Currency the Depositary shall determine that in its reasonable judgment, after consultation with the Company, any foreign currency received by the Depositary or is not convertible on a reasonable basis into dollars distributable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsHolders entitled thereto, or if any approval or license of any government or authority or agency thereof which is required for such conversion is denied or or, in the good faith opinion of the Depositary canDepositary, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute, (a) as pursuant to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and foreign currency (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon interest) for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in dollars to the extent permissible to the Holders for whom such conversion and distribution is practicable and may distribute the balance of the foreign currency received by the Depositary to, or hold such balance for the account of, the Holders for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s 's receipt of such Foreign Currency), by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary or the Custodian shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationcancellation in each case pursuant to Section 4.01. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary or the Custodian as provided in Section 5.09. If such conversion, transfer or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary or the Custodian shall file as promptly as practicable such application for approval or license; however, the Depositary or the Custodian shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable into the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtainedobtained at a reasonable cost, the Depositary or the Custodian shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian in respect of the American Depositary Shares evidenced by Receipts held by such Owners (as the same may be adjusted as a Table of Contents consequence of subclause (ii) below) to such Owner (x) if such request is received before the 15th day of a calendar month, on such 15th day, or (y) if not, on the last day of such month (or, in either case, if such day is not a Business Day, on the next succeeding Business Day) and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, uninvested and without liability for interest thereon, on demand and, if and to the extent reasonably practicable and permitted by applicable law, in a manner designed to protect such owners against the effects of inflation; provided that, at such time, at the reasonable request of the Depositary, the Company shall furnish the Depositary, at the Company's expense, with a written opinion from recognized United States counsel for the Company confirming that the manner in which the Depositary proposes to hold such amounts of non-convertible Foreign Currency will not violate the Investment Company Act of 1940.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file file, as promptly as practicable practicable, such application for approval or licenselicense as it deems practicable; provided, however, that the Depositary shall be entitled to rely upon Brazilian French local counsel in such matters, which counsel shall be instructed to act as promptly as possible; providedfurther, that the Company shall not be obligated to make any such filing. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States and/or to some or all Owners of Receipts, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate immediately preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencyreceives foreign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall shall, as promptly as practicable, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency), by sale or in any other manner that it may reasonably determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency that foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such and those Dollars shall be distributed distributed, as promptly as practicable reasonable delay, to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationthereto. Such A cash distribution or conversion may be made upon an averaged or other reasonably practicable basis without regard to any distinctions among Owners based on account of exchange restrictions, the date of delivery of any Receipt American Depositary Shares or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.9 of the Deposit Agreement. If such conversion, transfer a conversion of foreign currency or the repatriation or distribution of Dollars can be effected only with the approval or license of any government or agency thereof, the Depositary shall may, but will not be required to, file as promptly as practicable such an application for that approval or license; however, . If the Depositary shall be entitled to rely upon Brazilian local counsel determines that in such matters, which counsel shall be instructed to act as promptly as possible. If at its reasonable judgment any time Foreign Currency foreign currency received by the Depositary or the Custodian is not, pursuant not convertible on a reasonable basis into Dollars transferable to applicable law, convertible, in whole or in part, into Dollarsthe United States, or if any approval or license of any government or agency thereof which that is required for such conversion is denied not filed or in the opinion of sought by the Depositary canor is not be promptly obtainedobtained within a reasonable period as determined by the Depositary, the Depositary shallmay distribute the foreign currency received by the Depositary to, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners or in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, its discretion may hold such Dollars foreign currency uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same. If any conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the Depositary may in its discretion make that conversion and (b) as distribution in Dollars to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause extent practicable and permissible to the Custodian to Owners entitled thereto and may distribute the Foreign Currency (or an appropriate document evidencing balance of the right to receive such Foreign Currency) foreign currency received by the Depositary to, or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) that balance uninvested and without liability for interest thereon for the respective accounts of account of, the Owners entitled thereto. The Depositary may convert currency itself or through any of its affiliates and, in those cases, acts as principal for its own account and not as agent, advisor, broker or fiduciary on behalf of any other person and earns revenue, including, without limitation, transaction spreads, that it will retain for its own account. The revenue is based on, among other things, the difference between the exchange rate assigned to receive the samecurrency conversion made under the Deposit Agreement and the rate that the Depositary or its affiliate receives when buying or selling foreign currency for its own account. The Depositary makes no representation that the exchange rate used or obtained in any currency conversion under the Deposit Agreement will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will be the most favorable to Owners, subject to the Depositary’s obligations under Section 5.3 of that Agreement. The methodology used to determine exchange rates used in currency conversions is available upon request.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rightsDeposited Property, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable practicable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil Korea for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt ADR or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such an application for such approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian local Korean counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time the Depositary shall determine that in its reasonable judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, law convertible in whole or in part, part on a practicable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary cannot be promptly obtainedobtained in a reasonable amount of time, or if any such approval or license is not obtained within a reasonable period as reasonably determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian Agent shall receive Foreign Currency, by way of dividends or other distributions or the net distributions, proceeds from the sale of securities, property non-cash dividends or rightsdistributions or Sale Proceeds, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable lawLaws and regulations and in the reasonable judgment of the Agent, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian Agent shall convert or cause to be converted converted, as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable lawreasonably determine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners Holders entitled thereto or, if in the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellationsame manner as provided in Section 4.1. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt restrictions or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09otherwise. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file Agent shall, as promptly as practicable practicable, file such application for approval or license; however, the Depositary shall be entitled if any, as is reasonably necessary to rely upon Brazilian local counsel in effect such matters, which counsel shall be instructed to act as promptly as possibleconversion or distribution. If at any time the Agent, pursuant to applicable Laws and regulations and its reasonable judgment, shall determine that any Foreign Currency received by the Depositary or Agent is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion reasonable judgment of the Depositary canAgent is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as reasonably determined by the Agent, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to Agent may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary Agent to, or Custodian to in its discretion, if practicable, may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Holders entitled thereto, the Agent may, in its discretion, if practicable, make such conversion and distribution in Dollars to the extent permissible to the Holders entitled thereto and may distribute the balance of the Foreign Currency received by the Agent to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Holders entitled thereto.

Conversion of Foreign Currency. Whenever the Rule 144A Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Rule 144A Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Rule 144A Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, to the Owners Rule 144A GDS Holders entitled thereto or, if the Rule 144A Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Rule 144A GDS Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Rule 144A Depositary as provided in Section 5.095.09 of the Rule 144A Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Rule 144A Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time the Rule 144A Depositary shall determine in its judgment that any Foreign Currency received by the Rule 144A Depositary or is not convertible on a reasonable basis into Dollars transferable to the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsUnited States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Rule 144A Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Rule 144A Depositary, the Rule 144A Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Rule 144A Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners Rule 144A GDS Holders entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Rule 144A GDS Holders entitled thereto, the Rule 144A Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Rule 144A GDS Holders entitled thereto and may distribute the balance of the Foreign Currency received by the Rule 144A Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Rule 144A GDS Holders entitled thereto.

Conversion of Foreign Currency. Whenever Subject to any restrictions imposed by Austrian laws, regulations or applicable permits issued by any governmental body in the Republic of Austria, if any, which is then performing the function of the regulation of currency exchange, whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable basis into Dollars distributable to the Holders of Receipts and the resulting Dollars (net of reasonable and customary expenses incurred by the Depositary in conversion of the Foreign Currency) transferred to the United States, the Depositary or the Custodian shall will convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, and such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars shall will be distributed as promptly as practicable to the Owners Holders entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments instruments, as applicable, upon surrender thereof for cancellationcancellation in whole or in part depending upon the terms of such warrants or other instruments. Such distribution or conversion will be made in proportion to the number of American Depositary Shares representing Deposited Securities evidenced by Receipts held respectively by such Holders entitling them to such Dollars and may be made upon an averaged or other practicable basis without regard to any distinctions among Owners Holders on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall will be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.095.09 of the Deposit Agreement. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall may, and upon the reasonable request of the Company shall, file as promptly as practicable such application for approval or license; however, if any, as it may deem desirable after consultation with the Depositary shall be entitled to rely upon Brazilian local counsel in such matters, which counsel shall be instructed to act as promptly as possibleCompany. If at any time the Depositary shall determine that in its judgment any Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, convertible on a reasonable basis into DollarsDollars distributable to the Holders of Receipts entitled thereto and transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canis not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, may distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary to, or Custodian to in its discretion may hold such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of Foreign Currency, in whole or in part, cannot be effected for distribution to some of the Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Holders entitled thereto and may distribute the balance of the Foreign Currency received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Holders entitled thereto.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, foreign currency by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency such currency so received can, pursuant to applicable law, can in the judgment of the Depositary be converted on a reasonable practicable basis into Dollars dollars and the resulting Dollars dollars transferred to the United States, the Depositary shall, subject to any Foreign Exchange Contract(s) and any requirements of Chilean law or the Custodian shall regulations in effect from time to time, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency currency into Dollars. Ifdollars, at the time of conversion of and such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, such Dollars dollars shall be distributed as promptly as practicable to the Owners Holders entitled thereto (net of the expenses of the Depositary in respect of such conversion) or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollarsdollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion to the Holders may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account such Holders because of the application of exchange restrictions, restrictions with regard to a particular Holder or otherwise or the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by without liability for interest. If applicable, the Depositary shall exercise its rights under any Foreign Exchange Contract(s) as provided and to the extent appropriate in Section 5.09order to effect such conversions and distributions, and is authorized to give such certifications, and enter into such agreements and arrangements as may be necessary or convenient thereunder or in connection therewith, provided, however, that the Depositary shall not be obligated to incur any material expense in connection therewith or to take any action that would subject it to any expense, liability or civil or criminal penalty or sanction or civil or criminal proceeding, unless satisfactory indemnity is furnished with respect thereto. If such conversion, transfer conversion or distribution to the Holders can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license; however, the Depositary shall be entitled to rely upon Brazilian local counsel in such mattersif any, which counsel shall be instructed to act as promptly as possibleit may deem desirable. If at any time Foreign Currency the Depositary shall determine that, in its judgment, any currency other than dollars received by the Depositary or the Custodian is notnot convertible on a practicable basis into dollars transferable to the United States, pursuant or, if applicable, the Foreign Exchange Contract(s) shall cease to applicable law, convertible, be in whole effect or in part, into Dollarsthe rights of the Depositary thereunder shall be restricted or suspended, or if any approval or license of any government governmental authority or agency thereof which is required for such conversion is denied or or, in the opinion of the Depositary canDepositary, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make may distribute such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency currency (or an appropriate document evidencing the right to receive such Foreign Currencycurrency) received by the Depositary or Custodian to to, or, in its discretion, may hold such Owner and currency (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon interest) for the respective accounts of of, the Owners Holders entitled to receive the same. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution in dollars to some Holders entitled thereto, the Depositary may in its discretion make such conversion and distribution in dollars to the extent permissible to the Holders for whom such conversion and distribution is practicable and may distribute the balance of such currency received by the Depositary to, or hold such balance for the account of (without liability for interest), the Holders for whom such conversion and distribution is not practicable.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currency, by way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency so received can, pursuant to applicable law, be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary or the Custodian shall convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)practicable, by sale or in any other manner that it may determine in accordance with applicable law, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil Korea for distribution to Owners entitled thereto, such Dollars shall be distributed as promptly as practicable to the Owners entitled thereto or, if the Depositary shall have distributed any rights, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation. Such distribution or conversion may be made upon an averaged or other practicable basis without regard to any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such an application for such approval or license; provided, however, that the Depositary shall be entitled to rely upon Brazilian local Korean counsel in such matters, which counsel shall be instructed to act as promptly as possible. If at any time Foreign Currency received by the Depositary or the Custodian is not, pursuant to applicable law, convertible, in whole or in part, into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary cannot be promptly obtained, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same.

Conversion of Foreign Currency. Whenever the Depositary or the Custodian shall receive Foreign Currencycurrency other than Dollars (“foreign currency”), by way of dividends or other distributions or as the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the Foreign Currency foreign currency so received can, pursuant to applicable law, can in the reasonable judgment of the Depositary be converted on a reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary shall, subject to any restrictions imposed by applicable law, regulations or the Custodian shall permits, convert or cause to be converted as promptly as practicable (and in any event within one Business Day of its or its agent’s receipt of such Foreign Currency)converted, by sale or in any other manner that it may determine in accordance with applicable lawdetermine, such Foreign Currency into Dollars. If, at the time of conversion of such Foreign Currency foreign currency into Dollars, such Dollars can, pursuant to applicable law, be transferred outside of Brazil for distribution to Owners entitled thereto, and such Dollars shall be distributed distributed, as promptly as practicable practicable, net of any reasonable and customary out-of-pocket expenses incurred by the Depositary in connection with the conversion of currency pursuant to this Section 4.05, to the Owners entitled thereto oras of the record date fixed pursuant to Section 4.06 in accordance with any applicable provisions of Sections 4.01, if the Depositary shall have distributed any rights4.02, warrants or other instruments which entitle the holders thereof to such Dollars, then to the holders of such rights, warrants and/or instruments upon surrender thereof for cancellation4.03 and 4.04. Such distribution or conversion may be made upon an averaged or other fair and practicable basis without regard to any distinctions among Owners on account resulting from exchange restrictions or otherwise. Upon the request of exchange restrictionsthe Company, the date Depositary shall inform the Company of delivery of any Receipt or otherwise and shall be net of any expenses of the exchange rate at which foreign currency conversion into Dollars incurred by the Depositary as provided in Section 5.09has been carried out. If such conversion, transfer conversion or distribution can be effected only with the approval or license of any government or agency thereof, the Depositary shall file as promptly as practicable such application for approval or license, if any, as it may deem desirable; howeverPROVIDED, HOWEVER, that if such application involves or refers to or is made on behalf of the Depositary Company, such application shall not be entitled to rely upon Brazilian local counsel in such mattersfiled unless approved by the Company, which counsel approval shall not be instructed to act as promptly as possibleunreasonably withheld or delayed. If at any time Foreign Currency the Depositary shall determine, following consultation with the Company, that in its reasonable judgment any foreign currency received by the Depositary or the Custodian is not, pursuant to applicable lawlaw or otherwise, convertible, in whole or in part, convertible on a reasonable basis into DollarsDollars transferable to the United States, or if any approval or license of any government or agency thereof which is required for such conversion is denied or in the opinion of the Depositary canDepositary, following consultation with the Company, is not be promptly obtainedobtainable, or if any such approval or license is not obtained within a reasonable period as determined by the Depositary, the Depositary shall, (a) as to that portion of the Foreign Currency that is convertible into Dollars, make such conversion and, if permitted by applicable law, transfer such Dollars to the United States for distribution to Owners in accordance with the first paragraph of this Section 4.05 or, if such transfer is not so permitted, hold such Dollars uninvested and without liability for interest thereon for the respective accounts of the Owners entitled to receive the same, and (b) as to the nonconvertible balance, if any, (i) if requested in writing by an Owner, distribute or cause the Custodian to may distribute the Foreign Currency foreign currency (or an appropriate document evidencing the right to receive such Foreign Currencyforeign currency) received by the Depositary or Custodian to such Owner and (ii) the Depositary shall hold or shall cause the Custodian to to, or in its discretion, following consultation with the Company, may hold any amounts of nonconvertible Foreign Currency not distributed pursuant to the immediate preceding subclause (i) such foreign currency proceeds uninvested and without liability for interest thereon for the respective accounts of of, the Owners entitled to receive the same, without liability for interest thereon. If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some Owners entitled thereto, the Depositary may in its discretion, following consultation with the Company, make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto for whom such conversion and distribution is practicable and may distribute the balance of the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary or the Custodian to, or hold such balance uninvested and without liability for the respective accounts of, the Owners entitled thereto for whom such conversion and distribution is not practicable.