Common use of Elective Distributions Clause in Contracts

Elective Distributions. If the Depositary shall have received from the Company timely notification of a proposed elective distribution with respect to the Deposited Securities and the Depositary shall have determined, upon the terms and conditions of the Deposit Agreement, that making such elective distribution available to Holders of ADSs is lawful and reasonably practicable, the Depositary shall, subject to the terms and conditions of the Deposit Agreement, establish (i) the ADS Record Date (upon the terms established in the Deposit Agreement) and (ii) procedures to enable the Holders to elect to receive the proposed distribution in cash or in additional ADSs. If a Holder elects to receive the distribution in cash, the distribution shall be made as in the case of a distribution in cash under the terms of the Deposit Agreement. If the Holder hereof elects to receive the distribution in additional ADSs, the distribution shall be made as in the case of a distribution in Shares upon the terms of Deposit Agreement. If such elective distribution is not lawful or reasonably practicable or if the Depositary did not receive satisfactory documentation set forth in the Deposit Agreement, the Depositary shall, to the extent permitted by law, distribute to Holders, on the basis of the same determination as is made in The Republic of France in respect of the Shares for which no election is made, either (x) cash or (y) additional ADSs representing such additional Shares, in each case, upon the terms described in the Deposit Agreement. Nothing herein or in the Deposit Agreement shall obligate the Depositary to make available to the Holder hereof a method to receive the elective distribution in Shares (rather than ADSs). There can be no assurance that the Holder hereof will be given the opportunity to receive elective distributions on the same terms and conditions as the holders of Shares. The Depositary shall not be responsible for any failure to determine that it may be lawful or practicable to make such distribution available to Holders of ADSs in general or any Holders of ADSs in particular.