Common use of Limitations on Execution and Delivery, Transfer, etc Clause in Contracts

Limitations on Execution and Delivery, Transfer, etc. As a condition precedent to the execution and delivery, the registration of issuance, transfer, split-up, combination or surrender, of any ADS, the delivery of any distribution thereon, or the withdrawal of any Deposited Property, the Depositary or the Custodian may require (i) payment from the depositor of Eligible Securities or presenter of ADSs or of this ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Eligible Securities being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in Section 5.9 and Exhibit B to the Deposit Agreement and in this ADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.1 of the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and delivery of this ADR or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of this ADR, the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Eligible Securities generally or against deposits of particular Eligible Securities may be suspended, or the deposit of particular Eligible Securities may be refused, or the registration of transfers of ADSs in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, during any period when the transfer books of the Company, the Depositary, a Registrar or the Eligible Securities Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law or regulation, any government or governmental body or commission or any securities exchange on which the ADSs or Eligible Securities are listed, or under any provision of the Deposit Agreement or this ADR, or under any provision of, or governing, the Deposited Securities, or because of a meeting of shareholders of the Company or for any other reason, subject, in all cases to paragraph (25) of this ADR. Notwithstanding any provision of the Deposit Agreement or this ADR to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities associated therewith at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Eligible Securities in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the ADSs or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Instruction I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Limitations on Execution and Delivery, Transfer, etc. of Receipts; Suspension of Delivery, Transfer, Etc. As a condition precedent to the execution and delivery, the registration of issuance, transfer, split-up, combination or surrender, surrender of any ADS, the delivery of any distribution thereon, Receipt or the withdrawal of any Deposited PropertySecurities, the Depositary or the Custodian may require (i) payment from the presenter of a Receipt or the depositor of Eligible Securities or presenter of ADSs or of this ADR Shares of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Eligible Securities Shares being deposited or withdrawn) and payment of any applicable fees as herein provided, and charges of the Depositary as provided in Section 5.9 and Exhibit B to the Deposit Agreement and in this ADRmay, (ii) but is not obligated to, require the production of proof satisfactory to it as to the identity and genuineness of any signature appearing on any form, certification or any other matter contemplated by Section 3.1 of document delivered to the Depositary in connection with this Deposit Agreement, including but not limited to, in the case of Receipts, a signature guarantee in accordance with industry practice, and (iii) may also require compliance with (A) any laws or governmental regulations relating to the execution and delivery of this ADR or ADSs depositary receipts in general or to the withdrawal of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of this ADR, the Deposit Agreement and applicable lawSecurities. The issuance delivery of ADSs Receipts against deposits of Eligible Securities Shares generally or against deposits of particular Eligible Securities Shares may be suspended, suspended or the deposit of particular Eligible Securities may be refusedwithheld, or the registration of transfers transfer of ADSs Receipts in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, suspended during any period when the transfer books of the CompanyDepositary, the Depositary, a Registrar shareholders' register of the Company (or the Eligible Securities Registrar appointed agent of the Company for the transfer and registration of Shares) or the books of the CSD are closed closed, or if any such action is deemed necessary or advisable by the Company, the Depositary or the CompanyCSD, in good faith, at any time or from time to time because of any requirement of law or regulation, any government or governmental body or commission or any securities exchange on which the ADSs or Eligible Securities are listed, or under any provision of the Deposit Agreement or this ADR, or under any provision of, or governing, the Deposited Securities, or because of a meeting of shareholders of the Company or for any other reason, subject, in all cases to paragraph (25) of this ADRtime. Notwithstanding any provision of the Deposit Agreement or this ADR anything else herein to the contrary, Holders are entitled to the surrender of outstanding ADSs to withdraw the Receipts and withdrawal of Deposited Securities associated therewith at any time subject represented thereby may be suspended, but only to as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company issuer of any Deposited Securities (or the deposit appointed agent or agents for such issuer for the transfer and registration of Eligible Securities such Deposited Securities) in connection with voting at a shareholders’ ' meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. United States or foreign laws or governmental regulations relating to the ADSs Receipts or to the withdrawal of the Deposited Securities, and Securities or (iv) other circumstances specifically contemplated by Instruction I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Limitations on Execution and Delivery, Transfer, etc. of Receipts; Suspension of Delivery, Transfer, Etc. As a condition precedent to the execution and delivery, the registration, registration of issuance, transfer, split-up, combination or surrender, surrender of any ADSADR, the delivery of any distribution thereon, thereon or the withdrawal of any Deposited PropertySecurities, the Depositary or the Custodian may require (i) payment from the depositor of Eligible Securities Shares or presenter of ADSs or of this the ADR of a sum sufficient to reimburse it for any tax or other governmental charge charge, including any applicable Irish stamp duty, and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Eligible Securities Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in Section 5.9 and Exhibit B to the Deposit Agreement and in this ADRAgreement, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.1 14.5 of the Deposit Agreement, Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and delivery of this ADR ADRs or ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of this ADR, the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Eligible Securities Shares generally or against deposits of particular Eligible Securities Shares may be suspended, or the issuance of ADSs against the deposit of particular Eligible Securities Shares may be refusedwithheld, or the registration of transfers transfer of ADSs ADRs in particular instances may be refused, or the registration of transfer transfers of ADSs ADRs generally may be suspended, during any period when the transfer books of the Company, the Depositary, a Registrar or the Eligible Securities Registrar Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law or regulationlaw, any government or governmental body or commission or any securities exchange on which the ADSs Receipts or Eligible Securities Shares are listed, or under any provision of the Deposit this Agreement or this ADR, or under any provision provisions of, or governing, the Deposited Securities, or because of a any meeting of shareholders of the Company or for any other reason, subject, in all cases cases, to paragraph (25) of this ADR. Notwithstanding any provision Section 16 of the Deposit Agreement or this ADR to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities associated therewith at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Eligible Securities in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the ADSs or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Instruction I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time)Agreement.

Limitations on Execution and Delivery, Transfer, etc. of Receipts, Suspension of Delivery, Transfer, Etc. As a condition precedent to the execution and delivery, the registration, registration of issuance, transfer, split-up, combination or surrender, surrender of any ADS, the delivery of any distribution thereon, Receipt or the withdrawal of any Deposited PropertySecurities, the Depositary Depositary, the Company or the Custodian may require (i) payment from the depositor of Eligible Securities or presenter of ADSs or of this ADR the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Eligible Securities Shares being deposited or Deposited Securities withdrawn) and payment of any applicable fees as herein provided, and charges of the Depositary as provided in Section 5.9 and Exhibit B to the Deposit Agreement and in this ADR, (ii) may require the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.1 of the Deposit Agreement, and (iii) may also require compliance with (A) any laws or governmental regulations relating to the execution and delivery of this ADR or ADSs American depositary receipts or to the withdrawal of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of this ADR, the Deposit Agreement and applicable lawSecurities. The issuance delivery of ADSs Receipts against deposits of Eligible Securities Shares generally or against deposits of particular Eligible Securities Shares may be suspended, or the delivery of Receipts against the deposit of particular Eligible Securities Shares may be refusedwithheld, or the registration of transfers transfer of ADSs Receipts in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, during any period when the transfer books of the Company, the Depositary, a Registrar Depositary or the Eligible Securities Registrar appointed agent for the Company for the transfer and registration of Shares are closed closed, or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law or regulation, of any government or governmental body or commission or any securities exchange on which the ADSs or Eligible Securities are listedcommission, or under any provision of the this Deposit Agreement or this ADR, or under any provision of, or governing, the Deposited Securities, or because Company's Articles of a meeting of shareholders of the Company Association ("Statuts") or for any other reason, subject, in all cases to paragraph (25) of this ADR. Notwithstanding any other provision of this Deposit Agreement, the Deposit Agreement or this ADR to the contrary, Holders are entitled to surrender of outstanding ADSs to withdraw the Receipts and withdrawal of Deposited Securities associated therewith at any time subject only to may not be suspended, except as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the deposit of Eligible Securities Shares in connection with voting at a shareholders’ meeting ' meeting, or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the ADSs Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Instruction I.A.(l) . Without limitation of the General Instructions foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any Shares required to Form F-6 (be registered under the provisions of the Securities Act of 1933, unless a registration statement is in effect as to such General Instructions may be amended Shares. The Depositary will comply with written instructions from time the Company requesting that the Depositary not accept for deposit hereunder any Shares or rights identified in such instructions in order to time)facilitate the Company's compliance with U.S Federal and State securities laws.

Limitations on Execution and Delivery, Transfer, etc. of Receipts; Suspension of Delivery, Transfer, Etc. As a condition precedent to the execution and delivery, the registration of issuance, transfer, split-up, combination or surrender, surrender of any ADS, the delivery of any distribution thereon, Receipt or the withdrawal of any Deposited PropertySecurities, the Depositary or the Custodian may require (i) payment from the presenter of a Receipt or the depositor of Eligible Securities or presenter of ADSs or of this ADR Shares of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Eligible Securities Shares being deposited or withdrawn) and payment of any applicable fees as herein provided, and charges of the Depositary as provided in Section 5.9 and Exhibit B to the Deposit Agreement and in this ADRmay, (ii) but is not obligated to, require the production of proof satisfactory to it as to the identity and genuineness of any signature appearing on any form, certification or any other matter contemplated by Section 3.1 of document delivered to the Depositary in connection with this Deposit Agreement, including but not limited to, in the case of Receipts, a signature guarantee in accordance with industry practice, and (iii) may also require compliance with (A) any laws or governmental regulations relating to the execution and delivery of this ADR or ADSs depositary receipts in general or to the withdrawal of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of this ADR, the Deposit Agreement and applicable lawSecurities. The issuance delivery of ADSs Receipts against deposits of Eligible Securities Shares generally or against deposits of particular Eligible Securities Shares may be suspended, suspended or the deposit of particular Eligible Securities may be refusedwithheld, or the registration of transfers transfer of ADSs Receipts in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, suspended during any period when the transfer books of the CompanyDepositary, the Depositary, a Registrar shareholders' register of the Company (or the Eligible Securities Registrar appointed agent of the Company for the transfer and registration of Shares) or the books of the CSD are closed closed, or if any such action is deemed necessary or advisable by the Company, the Depositary or the CompanyCSD, in good faith, at any time or from time to time because time. The surrender of any requirement outstanding Receipts and withdrawal of law or regulation, any government or governmental body or commission or any securities exchange on which the ADSs or Eligible Securities are listed, or under any provision of the Deposit Agreement or this ADR, or under any provision of, or governing, the Deposited Securities, or because of a meeting of shareholders of the Company or for any other reason, subject, in all cases to paragraph (25) of this ADR. Notwithstanding any provision of the Deposit Agreement or this ADR to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities associated therewith at any time subject represented thereby may be suspended, but only to as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company issuer of any Deposited Securities (or the deposit appointed agent or agents for such issuer for the transfer and registration of Eligible Securities such Deposited Securities) in connection with voting at a shareholders’ ' meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, or (iii) compliance with any U.S. United States or foreign laws or governmental regulations relating to the ADSs Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Instruction I.A.(l) . Without limitation of the General Instructions foregoing, the Depositary shall not knowingly accept for deposit under the Deposit Agreement any Shares required to Form F-6 (be registered under the Securities Act of 1933 prior to being offered and sold publicly in the United States unless a registration statement is in effect as to such General Instructions may be amended from time to time)Shares.

Limitations on Execution and Delivery, Transfer, etc. of Receipts; Suspension of Delivery, Transfer Etc. As a condition precedent to the execution and delivery, the registration of issuance, transfer, split-up, combination or surrender, surrender of any ADS, the delivery of any distribution thereon, Receipt or the ADS or withdrawal of any Deposited PropertySecurities, the Depositary or the Custodian may require (i) payment from the depositor of Eligible Securities or presenter of ADSs the Receipt or of this ADR ADS of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Eligible Securities Class A Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as herein provided in Section 5.9 5.09 and Exhibit B to the Deposit Agreement and in this ADRB, (ii) may require the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.1 of the Deposit Agreement, and (iii) may also require compliance with (A) any laws or governmental regulations relating to the execution and delivery of this ADR or Receipts, ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of this ADR, the Deposit Agreement and applicable lawSecurities. The issuance of ADSs against deposits of Eligible Securities Class A Shares generally or against deposits of particular Eligible Securities Class A Shares may be suspended, or the issuance of ADSs against the deposit of particular Eligible Securities Class A Shares may be refusedwithheld, or the registration of transfers transfer of ADSs in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, during any period when the transfer books of the Company, the Depositary, a Registrar Depositary or the Eligible Securities Registrar Company are closed closed, or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law or regulation, of any government or governmental body or commission or any securities exchange on which the ADSs or Eligible Securities are listedcommission, or under any provision of the Deposit Agreement or this ADR, or under any provision of, or governing, the Deposited Securities, or because of a meeting of shareholders of the Company or for any other reason, subject, in all cases to paragraph (25) of this ADRAgreement. Notwithstanding any other provision of the Deposit Agreement or this ADR to Agreement, the contrary, Holders are entitled to surrender of outstanding ADSs to withdraw the and withdrawal of Deposited Securities associated therewith at any time subject only to may not be suspended, except as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the deposit of Eligible Securities Shares in connection with voting at a shareholders’ meeting meeting, or the payment of dividends, (ii) the payment of fees, ; taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the ADSs or to the withdrawal of the Deposited Securities, Securities and (iv) other circumstances specifically contemplated by Instruction I.A.(lI.A.(1) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the Deposit Agreement any Class A Shares required to be registered under the provisions of the Securities Act, unless a registration statement is in effect as to such Class A Shares, except as provided in Section 2.12 hereof.