Common use of Direct Registration System Clause in Contracts

Direct Registration System. (a) American Depositary Shares may be maintained by Owners with the Depositary in book-entry form in the Direct Registration System. If an Owner opts to hold American Depositary Shares in DRS, a separate entry in the books and records of the Depositary, will be established in the name of each registered Owner of American Depositary Shares or, if there is more than one registered Owner for the same American Depositary Shares, in the name of all such registered Owners of such American Depositary Shares (the registered Owner of American Depositary Shares is referred to herein as, or if there is more than one registered Owner of the same American Depositary Shares, such registered Owners are collectively referred to herein as, “Registered Owner”). Upon issuance of American Depositary Shares in DRS, the American Depositary Shares of each Registered Owner will be registered in the name of each such Registered Owner. Each Registered Owner will be given the option of (i) receiving a certificate representing its American Depositary Shares, (ii) transferring such American Depositary Shares to a broker designated unanimously by the Registered Owner of such American Depositary Shares or (iii) maintaining their American Depositary Shares in DRS. (b) A feature of DRS (currently referred to as “Profile”) allows a broker, claiming to act on behalf of a Registered Owner of American Depositary Shares, to direct the Depositary to transfer to such broker the American Depositary Shares designated by such broker. The Depositary will be authorized and directed to comply with such directions from a broker only upon receipt of prior written authorization from the Registered Owner of such American Depositary Shares authorizing the Depositary to transfer such American Depositary Shares either to a broker specified by the Registered Owner (it being understood that each Registered Owner may designate only one broker) or to any broker. (c) The Depositary will not verify, determine or otherwise ascertain the accuracy and authenticity of the prior written authorization provided for in (b) above and it shall have no liability in relying upon such prior written authorization.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

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Direct Registration System. (a) American Depositary Shares may be maintained by Owners with the Depositary in book-entry form in the Direct Registration System. If an Owner opts to hold American Depositary Shares in DRS, a separate entry in the books and records of the Depositary, will be established in the name of each registered Owner of American Depositary Shares or, if there is more than one registered Owner for the same American Depositary Shares, in the name of all such registered Owners of such American Depositary Shares (the registered Owner of American Depositary Shares is referred to herein as, or if there is more than one registered Owner of the same American Depositary Shares, such registered Owners are collectively referred to herein as, "Registered Owner"). Upon issuance of American Depositary Shares in DRS, the American Depositary Shares of each Registered Owner will be registered in the name of each such Registered Owner. Each Registered Owner will be given the option of (i) receiving a certificate representing its American Depositary Shares, (ii) transferring such American Depositary Shares to a broker designated unanimously by the Registered Owner of such American Depositary Shares or (iii) maintaining their American Depositary Shares in DRS. (b) A feature of DRS (currently referred to as "Profile") allows a broker, claiming to act on behalf of a Registered Owner of American Depositary Shares, to direct the Depositary to transfer to such broker the American Depositary Shares designated by such broker. The Depositary will be authorized and directed to comply with such directions from a broker only upon receipt of prior written authorization from the Registered Owner of such American Depositary Shares authorizing the Depositary to transfer such American Depositary Shares either to a broker specified by the Registered Owner (it being understood that each Registered Owner may designate only one broker) or to any broker.Registered (c) The Depositary will not verify, determine or otherwise ascertain the accuracy and authenticity of the prior written authorization provided for in (b) above and it shall have no liability in relying upon such prior written authorization.

Appears in 1 contract

Samples: Deposit Agreement (Vivendi)

Direct Registration System. (a) American Depositary Shares may be maintained by Owners with the Depositary in book-entry form in the Direct Registration System. If an Owner opts to hold American Depositary Shares in DRS, a separate entry in the books and records of the Depositary, will be established in the name of each registered Owner of American Depositary Shares or, if there is more than one registered Owner for the same American Depositary Shares, in the name of all such registered Owners of such American Depositary Shares (the registered Owner of American Depositary Shares is referred to herein as, or if there is more than one registered Owner of the same American Depositary Shares, such registered Owners are collectively referred to herein as, "Registered Owner"). Upon issuance of American Depositary Shares in DRS, the American Depositary Shares of each Registered Owner will be registered in the name of each such Registered Owner. Each Registered Owner will be given the option of (i) receiving a certificate representing its American Depositary Shares, (ii) transferring such American Depositary Shares to a broker designated unanimously by the Registered Owner of such American Depositary Shares or (iii) maintaining their American Depositary Shares in DRS. (b) A feature of DRS (currently referred to as "Profile") allows a broker, claiming to act on behalf of a Registered Owner of American Depositary Shares, to direct the Depositary to transfer to such broker the American Depositary Shares designated by such broker. The Depositary will be authorized and directed to comply with such directions from a broker only upon receipt of prior written authorization from the Registered Owner of such American Depositary Shares authorizing the Depositary to transfer such American Depositary Shares either to a broker specified by the Registered Owner (it being understood that each Registered Owner may designate only one broker) or to any broker. (c) The Depositary will not verify, determine or otherwise ascertain the accuracy and authenticity of the prior written authorization provided for in (b) above and it shall have no liability in relying upon such prior written authorization.

Appears in 1 contract

Samples: Deposit Agreement (Vivendi Universal)

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Direct Registration System. (a) American Depositary Shares may be maintained by Owners with the Depositary in book-entry form in the Direct Registration System. If an Owner opts to hold American Depositary Shares in DRS, a separate entry in the books and records of the Depositary, will be established in the name of each registered Owner of American Depositary Shares or, if there is more than one registered Owner for the same American Depositary Shares, in the name of all such registered Owners of such American Depositary Shares (the registered Owner of American Depositary Shares is referred to herein as, or if there is more than one registered Owner of the same American Depositary Shares, such registered Owners are collectively referred to herein as, "Registered Owner"). Upon issuance of American Depositary Shares in DRS, the American Depositary Shares of each Registered Owner will be registered in the name of each such Registered Owner. Each Registered Owner will be given the option of (i) receiving a certificate representing its American Depositary Shares, (ii) transferring such American Depositary Shares to a broker designated unanimously by the Registered Owner of such American Depositary Shares or (iii) maintaining their American Depositary Shares in DRS. (b) A feature of DRS (currently referred to as "Profile") allows a broker, claiming to act on behalf of a Registered Owner of American Depositary Shares, to direct the Depositary to transfer to such broker the American Depositary Shares designated by such broker. The Depositary will be authorized and directed to comply with such directions from a broker only upon receipt of prior written authorization from the Registered Owner of such American Depositary Shares authorizing the Depositary to transfer such American Depositary Shares either to a broker specified by the Registered Owner (it being understood that each Registered Owner may designate only one broker) or to any broker.Shares (c) The Depositary will not verify, determine or otherwise ascertain the accuracy and authenticity of the prior written authorization provided for in (b) above and it shall have no liability in relying upon such prior written authorization.

Appears in 1 contract

Samples: Deposit Agreement (Vivendi)

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