DEPOSITED PROPERTY; REPRESENTATIONS AND WARRANTIES Sample Clauses

DEPOSITED PROPERTY; REPRESENTATIONS AND WARRANTIES. 8.1 Each person depositing Company Securities and to whom Depositary Receipts are to be issued or transferred pursuant to this Deposit Agreement and each Holder shall be bound as a holder by the provisions of this Deposit Agreement and shall be required to give such warranties and certifications to the Depositary as the Depositary may reasonably require. Each person depositing Company Securities and to whom Depositary Receipts are to be issued pursuant to this Deposit Agreement and each Holder shall be deemed to represent and warrant that the Company Securities which are transferred or issued to the Custodian, with respect to which Depositary Receipts are to be issued or are so issued, are duly authorized, validly issued and outstanding, fully paid up, non-assessable and legally obtained by the person depositing such Company Securities and the person to whom Depositary Receipts are to be issued, all pre-emptive and comparable rights, if any, with respect to such Company Securities have been validly waived or exercised, such person is duly authorized to deposit such Company Securities under this Deposit Agreement and has effected a legal, valid and binding disposition of such Company Securities to the Depositary or the Custodian, such Company Securities are being transferred or, as the case may be, issued free and clear of all liens, charges, encumbrances, security interests, adverse claims or other third party interests, that such transfers or, as the case may be, such issues of Company Securities to the Custodian are not in contravention of the Articles of Association of the Company or of any contractual obligation binding on such person or the person making the transfer or of any Applicable Legislation or order binding on or affecting such person or the person making the transfer, and to the extent such person is an "affiliate" of the Company as such term is defined in Rule 144 under the Securities Act, that at the time of any transfer, sale or other disposition of such Company Securities or the Depositary Receipts representing such Company Securities (i) the Company Securities will be duly registered pursuant to an effective registration statement under the Securities Act or (ii) all of the provisions of Rule 144 under the Securities Act which enable the Company Securities to be freely sold (in the form of Depositary Receipts) will be fully complied with and, in either case, none of the Depositary Receipts representing such Company Securities will be “r...
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DEPOSITED PROPERTY; REPRESENTATIONS AND WARRANTIES. 8.1 Each person depositing Company Securities and to whom Depositary Receipts are to be issued or transferred pursuant to this Deposit Agreement and each Holder shall be bound as a Holder by the provisions of this Deposit Agreement and shall be required to give such warranties and certifications to the Depositary as the Depositary may reasonably require. In connection with any such deposit and/or issuance, the depositor, or in connection with any such transfer, the transferor, as applicable, shall be deemed to have represented and warranted the following:

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