TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receipts. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.

Appears in 8 contracts

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of ~~such~~ termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary ~~shall~~ has not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the ~~American~~ Global Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 7 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (LLX Logistica S.A.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding; at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, will upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental ~~charges,~~ charges be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, shall not accept deposits of Shares (and shall so instruct each Custodian), and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and ~~expenses, which obligations shall survive the termination~~ expenses of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 7 contracts

Samples: Deposit Agreement (Norwood Abbey LTD), Deposit Agreement (Australian Cancer Technology LTD), Deposit Agreement (Alchemia LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 7 contracts

Samples: Deposit Agreement (Macro Bansud Bank Inc.), Deposit Agreement (XTL Biopharmaceuticals LTD), Deposit Agreement (XTL Biopharmaceuticals LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 7 contracts

Samples: Deposit Agreement (China Oilfield Services LTD/Fi), Deposit Agreement (Kerry Group PLC), Deposit Agreement (Tingyi (Cayman Islands) Holding Corp.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 6 contracts

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, will upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or ~~upon his order~~as ordered by him, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which~~ . The obligations of the Depositary under Section 5.8 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 6 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Smith & Nephew PLC)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Company and to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 5 contracts

Samples: Deposit Agreement (Pan Sino International Holding LTD), Deposit Agreement (Beijing Beida Jade Bird Universal Sci-Tech CO LTD), Deposit Agreement (China Wireless Technologies LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 4 contracts

Samples: Deposit Agreement (Aktiebolaget Electrolux), Deposit Agreement (Aktiebolaget Electrolux), Deposit Agreement (Aktiebolaget Electrolux)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner's order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 4 contracts

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner's order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 4 contracts

Samples: Deposit Agreement (Telesp Holding Co), Deposit Agreement (Tele Centro Oeste Celular Participacoes), Deposit Agreement (Contax Holding Co)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit ~~Agreement~~Agreement within such 60 days. The Depositary shall mail notice of such termination to the Holders of all Receipts then outstanding at least 30 days prior to the date fixed in such notice for such termination. On and after the date of termination, the ~~Owner of a Receipt~~ Holder will, upon ~~(a)~~ surrender of such Receipt at the ~~Corporate Trust~~ Principal Office of the Depositary, ~~(b)~~ upon the payment of the ~~fee~~ fees of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit ~~Agreement~~Agreement and subject to the conditions and restrictions therein set forth, and ~~(c)~~ upon payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by ~~the American Depositary Shares evidenced by~~ such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges)Depositary. At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell at public or private sale, at such place or places and upon such terms as it may deem proper and in accordance with applicable law, the Deposited Securities then held ~~under the Deposit Agreement~~ hereunder, and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, in an unsegregated ~~and~~ escrow account, without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, or charging, as the case may be, in each ~~case,~~ case the ~~fee~~ fees of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner of such Receipt~~ Holder in accordance with the terms and conditions of ~~the~~ this Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreementcharges or assessments). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~5.09 thereof.

Appears in 4 contracts

Samples: Deposit Agreement (News Holdings LTD), Amended and Restated Deposit Agreement (News Corp LTD), Deposit Agreement (News Corp LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a this Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall in accordance with the provisions of the Deposit Agreement continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). ~~At any time~~ As soon as practicable after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the applicable fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination~~ 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 4 contracts

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

TERMINATION OF DEPOSIT AGREEMENT. Upon the resignation or removal of the Depositary pursuant to the terms of the Deposit Agreement and Paragraph 19 hereof, the Deposit Agreement shall terminate on the date falling 90 days after the date written notification of such resignation or removal is delivered, unless prior to such date the Company shall have appointed a successor Depositary and such successor Depositary shall have delivered written notice of such appointment to the Holders of all Receipts then outstanding. The Depositary shall ~~at any time at the direction of the Issuer terminate the Deposit Agreement by mailing~~ mail notice of such ~~termination~~ resignation or removal, and the consequences thereof, to the ~~Owners~~ Holders of all Receipts then outstanding ~~at least thirty (30) days prior to~~ reasonably promptly after the date ~~fixed~~ of such resignation or removal. Notwithstanding the foregoing, in the absence of the willful default, gross negligence or bad faith of the Depositary or its agents, directors, officers or employees, no such termination shall have effect, and no such notice ~~for such termination. The Depositary may likewise terminate~~ shall be given, until the ~~Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after~~ Company has reimbursed the Depositary ~~shall have delivered to~~ for its expenses and for other amounts incurred or disbursed by the ~~Issuer a written notice~~ Depositary in connection with the establishment and maintenance of ~~its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in~~ the American Depositary Receipt facility created under the Deposit Agreement, as agreed between the Company and the Depositary. The Deposit Agreement may otherwise be terminated in the manner provided in Section 2.11 of the Deposit Agreement, in which case no notice of termination shall be required. On and after the date of termination, the ~~Owner~~ Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust ~~Office of the Depositary~~Office, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in ~~Section 2.5 of the Deposit Agreement~~Paragraph 2, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the terms of the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (without liability for interest and after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations to the Holders and Beneficial Owners under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for ~~its~~ certain obligations to the Depositary ~~with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~described therein.

Appears in 4 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Mechel OAO), Deposit Agreement (Mechel OAO)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ shall, at any time at the written direction of the ~~Issuer~~ Company, terminate the Deposit Agreement by ~~mailing~~ providing notice of such termination to the ~~Owners~~ Holders of all ~~Receipts~~ ADRs then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. ~~The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time~~ If ninety (90) days shall have expired after (i) the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to ~~resign~~ resign, or (ii) the Company shall have delivered to the Depositary a written notice of the removal of the Depositary, and in either case a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.05 of the Deposit Agreement, the Depositary may terminate the Deposit Agreement by providing notice of such termination to the Holders of all ADRs then outstanding at least thirty (30) days prior to the date fixed for such termination. On and after the date of ~~termination~~termination of the Deposit Agreement, the ~~Owner~~ Holder of ~~a Receipt~~ an ADR will, upon ~~(a)~~ surrender of such ~~Receipt~~ ADR at the ~~Corporate Trust~~ Principal Office of the Depositary, ~~(b)~~ upon the payment of the ~~fee~~ charges of the Depositary for the surrender of ~~Receipts~~ ADRs referred to in Section ~~2.5~~ 2.05 of the Deposit ~~Agreement~~Agreement and subject to the conditions and restrictions therein set forth, and ~~(c)~~ upon payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by ~~the American Depositary Shares evidenced by~~ such ~~Receipts~~ADR. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights and convert Deposited Securities into cash as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, or charging, as the case may be, in each case, the ~~fee~~ charges of the Depositary for the surrender of ~~a Receipt~~an ADR, any expenses for the account of the ~~Owner of such Receipt~~ Holder in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental ~~charges~~charges or assessments). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, ~~unsegregated and~~ without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of ~~Receipts~~ ADRs which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, or charging, as the case may be, in each case, the ~~fee~~ charges of the Depositary for the surrender of ~~a Receipt~~an ADR, any expenses for the account of the ~~Owner of such Receipt~~ Holder in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental ~~charges~~charges or assessments) and ~~except for~~ its obligations ~~to the Issuer~~ under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.10 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification~~under Sections 5.06, ~~charges,~~ 5.10 and ~~expenses, which obligations shall survive the termination~~ 7.06 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 4 contracts

Samples: Deposit Agreement (LG.Philips LCD Co., Ltd.), Deposit Agreement (LG.Philips LCD Co., Ltd.), Deposit Agreement (LG.Philips LCD Co., Ltd.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Issuer, terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Principal Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ two months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of ~~the~~ the, Depositary for the surrender of a Receipt, any expenses for the ~~account~~ account. of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination~~ 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 4 contracts

Samples: Deposit Agreement (Irsa Propiedades Comerciales S.A.), Deposit Agreement (Irsa Propiedades Comerciales S.A.), Deposit Agreement (Irsa Propiedades Comerciales S.A.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty~~ sixty (3060) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and ~~except~~ for its obligations to the ~~Issuer under Section 5.8 of the Deposit Agreement and~~ Company with respect to ~~the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement~~indemnification. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 3 contracts

Samples: Deposit Agreement (Masisa S.A.), Deposit Agreement (Terranova S A), Deposit Agreement (Masisa S.A.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 3 contracts

Samples: Deposit Agreement (Fosters Brewing Group LTD /Fi), Deposit Agreement (Starpharma Holdings LTD), Deposit Agreement (Phosphagenics LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ will at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ~~ninety (90)~~ 90 days ~~shall have expired~~ after the Depositary shall have ~~delivered to the Issuer a written notice of its election to resign and~~ resigned, a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receiptsappointment. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ will discontinue the registration of transfers of Receipts, ~~shall~~ will suspend the distribution of dividends to the ~~Owners~~ holders thereof, and ~~shall~~ will not give any further notices or perform any further ~~acts~~ act under the Deposit Agreement, except ~~that~~ the ~~Depositary shall continue to collect~~ collection of dividends and other distributions pertaining to Deposited Securities, ~~shall sell~~ the sale of rights ~~as provided in~~ and the ~~Deposit Agreement, and shall continue to deliver~~ delivery of Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges)Depositary. At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, ~~unsegregated and~~ without liability for interest, in an unsegregated account for the pro rata benefit of the ~~Owners~~ Holders of Receipts ~~which have~~ not theretofore ~~been~~ surrendered~~, such Owners thereupon becoming general creditors of~~ . Thereafter the Depositary ~~with respect to such net proceeds. After making such sale, the Depositary shall~~ will be discharged from all obligations under the Deposit Agreement, except to account for the claims of the Holders, as creditors of the Depositary, for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositarycash.

Appears in 3 contracts

Samples: Deposit Agreement (Alcatel), Deposit Agreement (Alcatel), Deposit Agreement (Alcatel)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if if, at any ~~time~~ time, ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 3 contracts

Samples: Deposit Agreement (Anglogold LTD), American Depositary Receipt (Anglogold LTD), Deposit Agreement (Anglogold Ashanti LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ninety (90) days ~~shall~~ have ~~expired after~~ passed since the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in ~~Section 2.5~~ Sections 2.05 or 5.09 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts ~~which~~ that have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 3 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Adidas Ag)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty~~ forty-five (3045) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if~~ at any time ~~ninety~~ after the expiration of forty-five (9045) days ~~shall have expired~~ after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to ~~resign and a~~ resign, provided that no successor depositary shall ~~not~~ have been appointed and accepted its appointment ~~as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon~~ within such forty-five (a45) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receiptsday period. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, shall not accept deposits of CPOs or other securities and shall instruct each Custodian to act accordingly), and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights and convert Deposited Securities (that are not CPOs) into cash as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other ~~property~~property (in all such cases, without liability for interest), in exchange for Receipts surrendered to the ~~Depositary (after deducting~~Depositary, in ~~each case, the fee~~ all cases after payment of the ~~Depositary for the surrender of a Receipt, any expenses for the account~~ fees of the ~~Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges)~~Depositary. At any time and without unreasonable delay after the expiration of ~~one year~~ six (6) months from the date of termination, the Depositary may sell the Deposited Securities then held ~~under the Deposit Agreement~~ hereunder and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, in an unsegregated escrow account and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash ~~(after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms~~ and ~~conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except~~ for its obligations ~~to the Issuer~~ under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.10 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Section 5.06 and ~~expenses~~5.10 of the Deposit Agreement, which shall survive such termination. The obligations of the Depositary under Section 5.10 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement~~ Agreement. On or before termination of the CPO Trust, the Company and the Depositary shall effect such amendments to the terms of the Deposit Agreement, or the ~~resignation or removal~~ Company shall instruct the Depositary to terminate the Deposit Agreement, as the Company and the Depositary deem appropriate, consistent with the provisions of applicable law, the by-laws of the ~~Depositary~~Company and the Trust Agreement.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Grupo Televisa, S.A.B.), Deposit Agreement (Grupo Televisa S A)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ will at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may ~~likewise~~ terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of under the Deposit Agreement, ~~and (c) payment of any applicable taxes or governmental charges, be entitled~~ such termination to ~~delivery, to him or upon his order, of the amount of Deposited Securities represented~~ become effective by the ~~American~~ Depositary ~~Shares evidenced by~~ mailing notice thereof to Holders of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such ~~Receipts~~notice, for such termination. If any Receipts ~~shall~~ remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ will discontinue the registration of transfers of Receipts, ~~shall~~ will suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and ~~shall~~ will not give any further notices or perform any further acts under the Deposit Agreement, except ~~that~~ the ~~Depositary shall continue to collect~~ collection of dividends and other distributions pertaining to Deposited Securities, ~~shall sell~~ the sale of rights ~~as provided in~~ and the ~~Deposit Agreement, and shall continue to deliver~~ delivery of Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges)Depositary. At any time after the expiration ~~of one year~~ of. two years from the date of termination, the Depositary may sell the Deposited Securities then held by it under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositarycash.

Appears in 3 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Scottish & Southern Energy PLC /Fi), Deposit Agreement (Scottish & Southern Energy PLC /Fi)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, shall not accept deposits of Shares (and shall so instruct each Custodian), and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and ~~expenses, which obligations shall survive the termination~~ expenses of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 3 contracts

Samples: Deposit Agreement (Regenera LTD), Deposit Agreement (Multiemedia LTD), Deposit Agreement (Antisense Therapeutics Limited/Fi)

TERMINATION OF DEPOSIT AGREEMENT. The ~~Depositary shall~~ Depositary, at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement by public or private sale (or, if such sale is not possible with respect to any portion of such Shares which is less than a full Unit, by sale of such portion to the Company in accordance with the applicable provisions of the Company Law and any other Japanese law and the Articles of Incorporation and Share Handling Regulations of the Company) and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 3 contracts

Samples: Deposit Agreement (Mizuho Financial Group Inc), Deposit Agreement (Mizuho Financial Group Inc), Deposit Agreement (Mizuho Financial Group Inc)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ will, if at any time at the ~~direction of the Issuer~~ Company so requests, terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ record holders of all American Depositary Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing~~ in accordance with the same notice ~~of such termination to the Issuer and the Owners of all Receipts then outstanding~~ requirements if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receiptsappointment. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ will discontinue the ~~registration of transfers~~ transfer of Receipts, ~~shall~~ except as provided below, will suspend the distribution of dividends to the ~~Owners~~ holders thereof, and ~~shall~~ will not give any further notices (other than notice of such termination) or perform any further acts under the Deposit Agreement, except as provided below and except that the Depositary ~~shall~~ will continue to collect dividends and other distributions pertaining to Deposited Securities, ~~shall~~ will sell rights as provided in the Deposit ~~Agreement,~~ Agreement and ~~shall~~ will continue to deliver Deposited ~~Securities,~~ Securities together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions Depositary. Upon termination of the Deposit Agreement, the Depositary shall deliver Stock in respect of deliverable portions of such Receipts so surrendered and ~~any applicable taxes or governmental charges)~~deliver Receipts in respect of the non-deliverable portion of Receipts so surrendered pursuant to the Deposit Agreement and, except as provided below, will continue to effect transfers of Receipts representing non-deliverable portions in accordance with the Deposit Agreement. At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement at public or private sale, at such place or places and upon such terms as it deems proper or, if any portion of such Deposited Securities consists of shares of Stock which are insufficient in number to constitute a full Unit, sell such portion to the Company in accordance with the applicable provisions of the Japanese Commercial Code or any other Japanese law or regulation, and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, ~~unsegregated and~~ without liability for interest, for the pro rata benefit of the ~~Owners~~ holders of Receipts which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreementcash. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations ~~under the Deposit Agreement~~ thereunder except for its obligations to the ~~Depositary~~ Depositary, any Registrar and the Custodian with respect to ~~indemnification, charges,~~ indemnification and the Depositary's charges and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 3 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Mitsui & Co LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. ~~The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ In addition, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement, the Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which~~ . The obligations of the Depositary under Section 5.08 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Banco Itau Holding Financeira S A)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts ~~which~~ that have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 3 contracts

Samples: Deposit Agreement (Genesys Sa), Deposit Agreement (Genesys Sa), Deposit Agreement (Genesys Sa)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner's order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net ~~proceeds~~proceeds and such other cash. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Brazilian Distribution Co Companhia Brasileira De Distr CBD), Deposit Agreement (Brazilian Distribution Co Companhia Brasileira De Distr CBD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Lend Lease Group terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Lend Lease Group and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Lend Lease Group a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Lend Lease Group shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Lendlease Corp LTD / ADR), Deposit Agreement (Bank of New York / Adr Division)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Wal Mart De Mexico Sa De Cv /Fi)

TERMINATION OF DEPOSIT AGREEMENT. The ~~Depositary shall~~ Depositary, at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, shall not accept deposits of Shares (and shall so instruct each Custodian) and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Icap PLC/Fi), Deposit Agreement (Catlin Group LTD)

TERMINATION OF DEPOSIT AGREEMENT. The ~~Depositary shall at any time at the direction of the Issuer~~ Company may terminate the Deposit Agreement by ~~mailing~~ instructing the Depositary to mail a notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the termination date fixed in such ~~notice for such termination~~notice. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary ~~shall have~~ delivered to the ~~Issuer~~ Company a written resignation notice of its election to resign and if a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement; in such case the Depositary shall mail a notice of termination to the Owners of Receipts then outstanding at least 30 days prior to the termination date. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Phynova Group PLC), Deposit Agreement (Climate Exchange PLC)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Coca-Cola Hellenic Bottling Co Sa), Deposit Agreement (Coca-Cola Hellenic Bottling Co Sa)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Upon the resignation or removal of the Depositary pursuant to Section 5.04 of these Deposit Agreement, the Depositary may, and shall at any time at the direction of the ~~Issuer~~ Company, terminate ~~the~~ this Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in ~~Section 2.5 of the Deposit Agreement~~Paragraph 2, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the terms of the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held ~~under the Deposit Agreement~~ hereunder and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for ~~its~~ certain obligations to the Depositary ~~with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~described therein.

Appears in 2 contracts

Samples: Deposit Agreement (Yukos Oil Co), Deposit Agreement (Yukos Oil Co)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the ~~Owners~~ Holders of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 90 days after the date thereof if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner’s order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net ~~proceeds~~proceeds and such other cash. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Asya Katilim Bankasi A.S.), Deposit Agreement (Patni Computer Systems LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, shall not accept deposits of Shares (and shall so instruct each Custodian) and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Phytopharm PLC), Deposit Agreement (Gene Medix PLC)

TERMINATION OF DEPOSIT AGREEMENT. ~~The Depositary~~ This Deposit Agreement shall ~~at any time~~ terminate at the ~~direction~~ close of business on the ~~Issuer terminate the Deposit Agreement by mailing notice~~ earliest of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) ~~surrender of such Receipt at~~ the ~~Corporate Trust Office of~~ Mandatory Conversion Date (provided all then outstanding Depositary Shares are converted) or the ~~Depositary, (b) payment of the fee of~~ first date on which all the Depositary ~~for the surrender~~ Shares shall have been converted into shares of ~~Receipts referred~~ Common Stock pursuant to in Section ~~2.5~~ 2.10 of the Deposit Agreement, ~~and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or~~ in each case upon ~~his order, of the amount of Deposited Securities represented~~ distribution by the ~~American~~ Depositary to each Owner entitled thereto of (i) shares of Common Stock and cash (whether in lieu of fractional shares or otherwise) received by the Depositary from the Issuer for mandatory conversion of, and/or dividend payments on, the Depositary Shares evidenced by the Receipt or Receipts held by such ~~Receipts~~Owner and (ii) all other securities, property and cash then held by the Depositary hereunder, (b) the date the Issuer purchases all the outstanding Depositary Shares upon a Change in Control pursuant to Section 2.12 of the Deposit Agreement upon distribution by the Depositary to each Owner entitled thereto of the cash or Common Stock such Owner is entitled to pursuant to this Agreement, (c) the date the Issuer redeems all the outstanding Depositary Shares pursuant to Section 2.11 of the Deposit Agreement upon distribution by the Depositary to each Owner entitled thereto of the cash such Owner is entitled thereto pursuant to this Agreement and (d) the first date for any of the foregoing reasons (or combinations thereof) there shall be no Depositary Shares outstanding. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under ~~the~~ this Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in ~~the~~ this Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.,

Appears in 2 contracts

Samples: Deposit Agreement (Six Flags Inc), Deposit Agreement (Six Flags Inc)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On on and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner's order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such ~~Owners~~ owners thereupon becoming general creditors of the Depositary with respect to such net ~~proceeds~~proceeds and such other cash. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Energy Co of Parana)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Subject to Section 7.09(b) of the Deposit Agreement, the Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of ~~such~~ termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of ~~such~~ termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at ~~any time ninety (90)~~ least 60 days ~~shall~~ have ~~expired after~~ passed since the Depositary ~~shall have~~ delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary ~~shall~~ has not ~~have~~ been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Corpbanca/Fi)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners ~~of Receipts~~ which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and ~~expenses, which obligations shall survive the termination~~ expenses under Section 5.08 or 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Yanzhou Coal Mining Co LTD)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Upon the resignation or removal of the Depositary ~~shall~~ pursuant to Section 5.4 of the Deposit Agreement, or at any time at the direction of the ~~Issuer~~ Company, the Depositary shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners ~~of Receipts which~~ who have not theretofore ~~been surrendered~~surrendered their Receipts, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations ~~to the Issuer~~ under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by ~~mailing~~ distributing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by ~~mailing~~ distributing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after ~~the expiration of one year from~~ the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Coca-Cola Hellenic Bottling Co Sa), Deposit Agreement (Citibank,N.A./ADR)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Whenever so directed by the Company, the Depositary ~~shall at any time at the direction of the Issuer~~ will terminate ~~the~~ this Deposit Agreement by mailing notice of such termination to the ~~Owners~~ record holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receipts. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each In either case, ~~the fee of the Depositary for the surrender of~~ on a ~~Receipt, any expenses for the account of the Owner of~~ date not less than 90 days after such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such salenotice, the Depositary shall ~~be discharged from all obligations under the Deposit Agreement~~deliver or make available for delivery to holders of Receipts, ~~except to account for such net proceeds and other cash (after deducting, in each case, the fee~~ upon surrender of the such Receipts evidencing Depositary ~~for the surrender~~ Shares, such number of ~~a Receipt, any expenses for the account~~ whole or fractional shares of the ~~Owner of such Receipt~~ Stock as are represented by the Depositary Shares. The Deposit Agreement shall automatically terminate after all outstanding Depositary Shares have been redeemed, converted into or exchanged for Common Stock or there has been a final distribution in ~~accordance with the terms and conditions~~ respect of the ~~Deposit Agreement~~Stock in connection with any liquidation, dissolution or winding up of the Company and ~~any applicable taxes or governmental charges) and except for its obligations~~ such distribution has been distributed to the ~~Issuer under Section 5.8~~ holders of the ~~Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement~~Receipts. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations ~~under the Deposit Agreement~~ thereunder except for its obligations to the ~~Depositary with respect to indemnification~~Depositary, ~~charges,~~ any Depositary's Agent and ~~expenses, which obligations shall survive~~ any Registrar under Sections 5.7 and 5.8 of the Deposit Agreement. If any Receipts remain outstanding after the date of termination of the Deposit ~~Agreement or~~ Agreement, the ~~resignation or removal of~~ Depositary thereafter shall discontinue all functions and be discharged from all obligations as provided in the ~~Depositary~~Deposit Agreement, except as specifically provided therein.

Appears in 2 contracts

Samples: Deposit Agreement (Yahoo Inc), Deposit Agreement (Americredit Capital Trust I)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of ~~such~~ termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of ~~such~~ termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date fixed in such notice for such termination if at ~~any time ninety (90)~~ least 60 days ~~shall~~ have ~~expired after~~ passed since the Depositary ~~shall have~~ delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary ~~shall~~ has not ~~have~~ been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer under Section 5.8 of the Deposit Agreement and~~ Company with respect to ~~the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement~~indemnification. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Ping an Insurance (Group) Co of China LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Gold Fields LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Company and to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Universal Holdings LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement as to Shares of any or all Series and the Deposited Securities, American Depositary Share and Receipts of all corresponding Series by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts of such Series then ~~outstanding~~ Outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement as to Shares of any or all Series and the Deposited Securities, American Depositary Share and Receipts of all corresponding Series by mailing notice of such termination to the ~~Issuer~~ Company and the ~~Owners~~ Holders of all Receipts of such Series then ~~outstanding~~ outstanding, if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a such Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 5.09 of the Deposit Agreement, and (c) payment of any applicable taxes or other governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities of a particular Series represented by the American Depositary Shares of the corresponding Series evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of ~~Receipts~~Receipts of such Series, shall suspend the distribution of dividends to the ~~Owners thereof,~~ Holders thereof and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited ~~Securities~~Securities of the corresponding Series, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts of the corresponding Series surrendered to the Depositary (without liability for interest and after deducting, in each case, the fee of the Depositary for the surrender of a such Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or other governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities of a particular Series then held under the Deposit Agreement and may thereafter hold uninvested and without liability for interest the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts of such Series which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit ~~Agreement~~Agreement as to the Receipts of such Series, and the Shares, Deposited Securities and American Depositary Shares of the corresponding Series, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or other governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Depositary and the Company shall be discharged from all obligations under the Deposit Agreement as to the Receipts of such Series, and the Shares, Deposited Securities and American Depositary Share of the corresponding Series, except for ~~its~~ their respective obligations under Section 5.08 of the Deposit Agreement and the Company’s obligations to the Depositary ~~with respect to indemnification, charges, and expenses, which obligations shall survive the termination~~ under Section 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (HSBC Holdings PLC)

TERMINATION OF DEPOSIT AGREEMENT. The ~~Depositary~~ Deposit Agreement shall ~~at any time~~ terminate at the ~~direction~~ close of business on the Mandatory Conversion Date upon distribution by the Depositary to each Owner entitled thereto of (i) shares of Common Stock and cash (whether in lieu of fractional shares or otherwise) received by the Depositary from the Issuer ~~terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice~~ for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after mandatory conversion of, and/or dividend payments on, the Depositary ~~shall have delivered to~~ Shares evidenced by the ~~Issuer a written notice of its election to resign~~ Receipt or Receipts held by such Owner, and ~~a successor depositary shall not have been appointed~~ (ii) all other securities, property and ~~accepted its appointment as provided in~~ cash then held by the Depositary under the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon ~~(a)~~ surrender of such Receipt at the Corporate Trust Office of the ~~Depositary, (b) payment of the fee of the~~ Depositary ~~for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement,~~ and ~~(c)~~ payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the ~~American~~ Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, ~~the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and~~ any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.

Appears in 1 contract

Samples: Deposit Agreement (Tesoro Petroleum Corp /New/)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Palfinger Ag)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Registered Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. ~~The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90)~~ If 60 days shall have expired after (i) the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to ~~resign~~ resign, or (ii) the Company shall have delivered to the Depositary a written notice of the removal of the Depositary, and in either case a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement, the Depositary may terminate the Deposit Agreement by mailing such notice of termination to Holders of all Receipts then outstanding at least 30 days prior to the date fixed for such termination. ~~On and after~~ During the period beginning on the date of ~~termination~~the giving of such notice by the Depositary to the Registered Holders and ending on the date on which such termination takes effect, ~~the Owner~~ each Registered Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 5.09 and Exhibit B of the Deposit Agreement, and (c) payment of any applicable taxes or other governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. ~~If any Receipts~~ The Company shall ~~remain outstanding after~~ only be entitled to terminate the date of termination, the Depositary thereafter shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee appointment of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect pursuant to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section ~~5.8~~ 6.02 of the Deposit Agreement where the Depositary has failed to perform its obligations under this Agreement or has been negligent in the performance of such obligations. In addition, the Depositary and the Company agree to consult upon and to ~~the Owners under Section 6.2 of the Deposit Agreement~~attempt to resolve in good faith any matters (including, ~~which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement~~without limitation, ~~the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations~~ any disputes) relating to the services provided by the Depositary ~~with respect~~ to ~~indemnification, charges, and expenses, which obligations shall survive~~ the ~~termination of the Deposit Agreement or the resignation or removal of the Depositary~~Company under this Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Hanarotelecom Inc)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ CompanyIssuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ CompanyIssuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ CompanyIssuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except for its obligations to the CompanyIssuer under Section 5.8 of the Deposit Agreement and to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ CompanyIssuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Ctrip Com International LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if if, at any ~~time~~ time, ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one ~~year~~ yearfour months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Anglogold Ashanti LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. If the definition of "Unit" applies and the Japanese Commercial Code or any other applicable Japanese law restricts delivery of Shares other than in a Unit, then a notice of termination sent to Owners shall state that (i) the right of an Owner to surrender Receipts and receive delivery of the underlying Shares will be subject to those restrictions and (ii) because of those restrictions and the fact that transfers of Receipts may not be registered after the termination date, Owners may wish to dispose of American Depositary Shares that represent other than integral Units of Shares prior to the termination date. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ 60 days from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Mori Seiki Co., Ltd.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Registered Holders of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the ~~Owners~~ Registered Holders of all Receipts then ~~outstanding~~ outstanding, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign or the Company shall have delivered to the Depositary a written notice of the removal of the Depositary, and in either case a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. ~~On and~~ Within 30 days after the giving of such notice, notice of such termination shall be duly given by the Depositary to the Registered Holders of all Receipts then outstanding. During the period beginning on the date of ~~termination~~the giving of such notice by the Depositary to the Registered Holders and ending on the date on which such termination takes effect, ~~the Owner~~ each Registered Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 5.09 of the Deposit Agreement, and (c) payment of any applicable taxes or other governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receipts. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then ~~outstanding~~ outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a ~~successor~~ successor depositary shall not have been ~~appointed~~ appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, will upon (a) ~~surrender~~ surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts ~~referred~~ referred to in ~~Section~~ Section 2.5 of the Deposit Agreement, and (c) payment of any ~~applicable~~ applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American ~~Depositary~~ Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of ~~termination~~termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of ~~dividends~~ dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit ~~Agreement~~Agreement, except that the Depositary shall continue to ~~collect~~ collect dividends and other distributions pertaining to Deposited ~~Securities~~Securities, shall sell rights as provided in the Deposit ~~Agreement~~Agreement, and shall continue to deliver Deposited Securities, ~~together~~ together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts ~~surrendered~~ surrendered to the Depositary (after deducting, in each case, the fee of the ~~Depositary~~ Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in ~~accordance~~ accordance with the terms and ~~conditions~~ conditions of the Deposit ~~Agreement~~Agreement, and any ~~applicable~~ applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~thereunder, unsegregated and without liability for ~~interest~~interest, for the pro rata benefit of the Owners of ~~Receipts~~ Receipts which have not theretofore been ~~surrendered~~surrendered, such ~~Owners~~ Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After ~~making~~ making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in ~~accordance~~ accordance with the terms and conditions of the Deposit ~~Agreement~~Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the ~~termination~~ termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all ~~obligations~~ obligations under the Deposit Agreement except for its obligations to the Depositary with respect to ~~indemnification~~indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Sasol LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ will, if at any time at the ~~direction of the Issuer~~ Company so requests, terminate the Deposit Agreement by ~~mailing~~ publishing notice of such termination to the ~~Owners~~ holders of ~~all~~ Receipts ~~then outstanding~~ at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing~~ in accordance with the same notice ~~of such termination to the Issuer and the Owners of all Receipts then outstanding~~ requirements if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receiptsappointment. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall discontinue the registration of transfers of Receipts, shall~~ will suspend the distribution of dividends to the ~~Owners~~ holders thereof, and ~~shall~~ will not give any further notices (other than notice of such termination) or perform any further acts under the Deposit Agreement, except as provided below and except that the Depositary ~~shall~~ will continue to collect dividends and other distributions pertaining to Deposited Securities, ~~shall~~ will sell rights as provided in the Deposit ~~Agreement,~~ Agreement and ~~shall~~ will continue to deliver Deposited ~~Securities,~~ Securities together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any ~~rights~~ rights, or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions Depositary. Upon termination of the Deposit Agreement, the Depositary shall deliver Stock in respect of deliverable portions of such Receipts so surrendered and ~~any applicable taxes or governmental charges)~~deliver Receipts in respect of the non-deliverable portion of Receipts so surrendered pursuant to the Deposit Agreement. At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement at public or private sale, at such place or places and upon such terms as it deems proper or, if any portion of such Deposited Securities consists of shares of Stock which are insufficient in number to constitute a full Unit, sell such portion to the Company in accordance with the applicable provisions of the Japanese Commercial Code or any other Japanese law, and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, ~~unsegregated and~~ without liability for interest, for the pro rata benefit of the ~~Owners~~ holders of Receipts which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit ~~Agreement,~~ Agreement (except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreementcash). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations ~~under the Deposit Agreement~~ thereunder except for its obligations to the ~~Depositary~~ Depositary, any Registrar and the Custodian with respect to ~~indemnification, charges,~~ indemnification and the Depositary's charges and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Mitsui & Co LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a this Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends and other distributions to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which~~ 5.09 of the Deposit Agreement. The obligations of the Depositary under Section 5.08 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (NH Hotel Group, S.A.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing~~ (upon 30 days' prior written notice ~~of such termination~~ to the ~~Issuer and the Owners of all Receipts then outstanding~~ Holders) if ~~at any time ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company (receipt thereof confirmed by the Company) a written notice of its election to resign and a successor ~~depositary~~ Depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit ~~Agreement~~Agreement within such 60 days. On and after the date of termination, the ~~Owner~~ Holder of a Receipt will, upon (a) surrender of such Receipt at the ~~Corporate Trust~~ Principal Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of ~~Receipts~~ receipts referred to in Section ~~2.5~~ 2.6 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the ~~amount of~~ Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~surrendered Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary shall thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, shall not accept deposits of Shares (and shall instruct the Custodian to act accordingly) and shall not give any further notices or perform any further acts under the Deposit Agreement, except ~~that~~ the ~~Depositary shall continue to collect~~ collection of dividends and other distributions pertaining to Deposited Securities, ~~shall sell rights~~ the sale of property and rights, the conversion of Deposited Securities into cash as provided in the Deposit ~~Agreement,~~ Agreement and ~~shall continue to deliver~~ the delivery of Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and deducting any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell at public or private sale, at such place or places and upon such terms as it may deem reasonably proper, the Deposited Securities then held under the Deposit Agreement and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, ~~unsegregated~~ uninvested and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash ~~(after deducting, in each case, the fee of the Depositary~~ and for ~~the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions~~ its obligations under Section 5.7 of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Upon the resignation or removal of the Depositary ~~shall~~ pursuant to Section 5.4 of the Deposit Agreement, or at any time at the direction of the ~~Issuer~~ Company, the Depositary shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in ~~accordance~~ ac- cordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners ~~of Receipts which~~ who have not theretofore ~~been surrendered~~surrendered their Receipts, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in ~~accordance~~ ac- cordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations ~~to the Issuer~~ under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to ~~indemnification~~indemnifica- tion, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Cape Range Wireless LTD /Fi)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all ~~Receipts~~ American Depositary Shares then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all ~~Receipts~~ American Depositary Shares then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of ~~a Receipt will~~American Depositary Shares, will upon (a) surrender of such ~~Receipt~~ American Depositary Shares at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of ~~Receipts~~ American Depositary Shares referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary ~~Shares evidenced by such Receipts~~Shares. If any ~~Receipts~~ American Depositary Shares shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of ~~Receipts~~American Depositary Shares, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, ~~in exchange for Receipts surrendered to the~~ upon surrender of American Depositary Shares (after deducting, in each case, the fee of the Depositary for the surrender of ~~a Receipt~~American Depositary Shares, any expenses for the account of the Owner of such ~~Receipt~~ American Depositary Shares in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of ~~Receipts~~ American Depositary Shares which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of ~~a Receipt~~American Depositary Shares, any expenses for the account of the Owner of such ~~Receipt~~ American Depositary Shares in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Bancolombia Sa)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, will upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or ~~upon his order~~as ordered by him, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which~~ . The obligations of the Depositary under Section 5.8 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement or~~ Agreement. The obligations under the ~~resignation or removal~~ terms of the ~~Depositary~~Deposit Agreement and Receipts of Owners and Beneficial Owners of American Depositary Shares outstanding as of the effective date of any termination shall survive such effective date of termination and shall be discharged only when the applicable American Depositary Shares are presented by their Owners to the Depositary for cancellation under the terms of the Deposit Agreement and the Owners have each satisfied any and all of their obligations thereunder (including, but not limited to, any payment and/or reimbursement obligations which relate to prior to the effective date of termination but which payment and/or reimbursement is claimed after such effective date of termination).

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the ~~Corporate Trust~~ Principal Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its ~~obligations~~ obligation to the Depositary with respect to indemnification, charges, and expenses~~, which obligations~~ . The obligation of the Depositary under Article (16) hereof shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the ~~Owners~~ Holders of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a ~~Receipt~~ Receipt, will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Frontline LTD /)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if if, at any ~~time~~ time, ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Anglogold Ashanti LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, will upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and ~~except for~~ its obligations ~~to the Issuer~~ under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a this Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends and other distributions to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which~~ 5.09 of the Deposit Agreement. The obligations of the Depositary under Section 5.08 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Invensys PLC/Adr)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) ), and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (I Cable Communications LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate ~~the~~ this Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may ~~likewise~~ terminate ~~the~~ this Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of ~~all~~ Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by ~~the~~ American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under ~~the~~ this Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in ~~the~~ this Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of ~~the~~ this Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held ~~under the Deposit Agreement~~ hereunder and may thereafter hold the uninvested ~~the~~ net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts ~~which~~ that have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under ~~the~~ this Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of ~~the~~ this Deposit Agreement, and any applicable taxes or governmental charges) , and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8~~ 5.08 of the Deposit Agreement and to the ~~Owners~~ Holders under Section ~~6.2~~ 6.02 of the Deposit Agreement, which obligations shall survive the termination of ~~the~~ this Deposit Agreement. Upon the termination of ~~the~~ this Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under ~~the~~ this Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination~~ 5.09 of the Deposit Agreement ~~or the resignation or removal~~ and Articles 7 and 21 of the ~~Depositary~~Receipt.

Appears in 1 contract

Samples: Deposit Agreement (Corus Group PLC)

TERMINATION OF DEPOSIT AGREEMENT. The ~~Depositary shall at any time at the direction of the Issuer~~ Company may terminate the Deposit Agreement by ~~mailing~~ instructing the Depositary to mail a notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the termination date fixed in such ~~notice for such termination~~notice. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ~~ninety (90)~~ 45 days shall have expired after the Depositary ~~shall have~~ delivered to the ~~Issuer~~ Company a written resignation notice of its election to resign and if a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement; in such case the Depositary shall mail a notice of termination to the Owners of Receipts then outstanding at least 45 days prior to the termination date. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Galapagos Nv)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Lendlease Group terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Lendlease Group and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Lendlease Group a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Lendlease Group shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the ~~Corporate Trust~~ Principal Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its ~~obligations~~ obligation to the Depositary with respect to indemnification, charges, and expenses~~, which obligations~~ . The obligation of the Depositary under Article (18) hereof shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the ~~Corporate Trust~~ Principal Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner’s order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash or property then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (JPMorgan Chase Bank, N.A. - ADR Depositary)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner’s order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ two (2) months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations ~~to the Issuer~~ under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement~~5.8. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement as to Shares of any or all Series and the Deposited Securities, American Depositary Share and Receipts of all corresponding Series by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts of such Series then ~~outstanding~~ Outstanding at least ~~thirty~~ ninety (3090) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement as to Shares of any or all Series and the Deposited Securities, American Depositary Share and Receipts of all corresponding Series by mailing notice of such termination to the ~~Issuer~~ Company and the ~~Owners~~ Holders of all Receipts of such Series then ~~outstanding~~ outstanding, if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a such Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 5.09 of the Deposit Agreement, and (c) payment of any applicable taxes or other governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities of a particular Series represented by the American Depositary Shares of the corresponding Series evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of ~~Receipts~~Receipts of such Series, shall suspend the distribution of dividends to the ~~Owners thereof,~~ Holders thereof and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited ~~Securities~~Securities of the corresponding Series, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts of the corresponding Series surrendered to the Depositary (without liability for interest and after deducting, in each case, the fee of the Depositary for the surrender of a such Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or other governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities of a particular Series then held under the Deposit Agreement and may thereafter hold uninvested and without liability for interest the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts of such Series which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit ~~Agreement~~Agreement as to the Receipts of such Series, and the Shares, Deposited Securities and American Depositary Shares of the corresponding Series, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the ~~Owner~~ Holder of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or other governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Depositary and the Company shall be discharged from all obligations under the Deposit Agreement as to the Receipts of such Series, and the Shares, Deposited Securities and American Depositary Share of the corresponding Series, except for ~~its~~ their respective obligations under Section 5.08 of the Deposit Agreement and the Company's obligations to the Depositary ~~with respect to indemnification, charges, and expenses, which obligations shall survive the termination~~ under Section 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (HSBC Holdings PLC)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 45 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. If the definition of “Unit” applies and the Japanese Commercial Code or any other applicable Japanese law restricts delivery of Shares other than in a Unit, then a notice of termination sent to Owners shall state that (i) the right of an Owner to surrender Receipts and receive delivery of the underlying Shares will be subject to those restrictions and (ii) because of those restrictions and the fact that transfers of Receipts may not be registered after the termination date, Owners may wish to dispose of American Depositary Shares that represent other than integral Units of Shares prior to the termination date. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ 60 days from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Kelka Express Co LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Day Software Holding Ag)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. If the definition of “Unit” applies and the Japanese Commercial Code or any other applicable Japanese law restricts delivery of Shares other than in a Unit, then a notice of termination sent to Owners shall state that (i) the right of an Owner to surrender Receipts and receive delivery of the underlying Shares will be subject to those restrictions and (ii) because of those restrictions and the fact that transfers of Receipts may not be registered after the termination date, Owners may wish to dispose of American Depositary Shares that represent other than integral Units of Shares prior to the termination date. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Nippon Yusen Kabushiki Kaisha)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner's order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other "distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net ~~proceeds~~proceeds and such other cash. ~~After~~ Alter making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Energy Co of Parana)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Issuer, terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which~~ . The obligations of the Depositary under Section 5.08 of the Deposit Agreement shall survive the termination of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 75 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date fixed in such notice for such termination if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt in the manner provided in Section 2.5. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Altana Aktiengesellschaft)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ will at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The ~~Depositary~~ Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and ~~the Owners~~ Holders of all Receipts then outstanding if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a ~~successor~~ successor depositary shall not have been appointed and ~~accepted~~ accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ will discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ holders thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited ~~Securities~~Securities, shall sell rights as provided in the Deposit ~~Agreement,~~ Agreement and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges)Depositary. At any time after the ~~expiration~~ expiration of ~~one year~~ two years from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, ~~unsegregated and~~ without ~~liability~~ liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been ~~surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~surrendered. After making such sale, the Depositary shall be discharged from all ~~obligations~~ obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreementcash. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~5.09 thereof.

Appears in 1 contract

Samples: Deposit Agreement (Icon PLC /Adr/)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of ~~a Receipt~~ thisa Receipt, will, upon (a) surrender of ~~such~~ thissuch Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by ~~such Receipts~~thissuch Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except for its obligations to the Company with respect to indemnification and to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and ~~expenses, which obligations shall survive the termination~~ expensesunder Sections 5.8 and 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Cambridge Antibody Technology Group PLC)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the written direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all Receipts then outstanding at least ~~thirty~~ sixty (3060) days prior to the date fixed in such notice for such termination. ~~The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety~~ If sixty (9060) days shall have expired after (i) the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign ~~and~~ or (ii) the Company shall have delivered to the Depositary a written notice of the removal of the Depositary, provided that in either case no successor depositary shall ~~not~~ have been appointed and accepted its appointment as provided in Section 5.5, the Deposit ~~Agreement. On and~~ Agreement shall automatically terminate on the 60th day after ~~the date of termination, the Owner of a Receipt will, upon (a) surrender~~ delivery of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receiptsnotice. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights and convert Deposited Securities into cash as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other ~~property,~~ property in exchange for Receipts surrendered to the Depositary (after ~~deducting~~deducting or charging, ~~in each case~~as the case may be, the ~~fee~~ fees of the Depositary ~~for the surrender of a Receipt~~and other expenses set forth herein, ~~any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges~~if any). At any time after the expiration of ~~one year~~ six (6) months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of Receipts which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash ~~(after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms~~ and ~~conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except~~ for its obligations ~~to the Issuer~~ under Section ~~5.8~~ 5.9 of the Deposit Agreement ~~and to~~ (after deducting or charging, as the ~~Owners under Section 6.2~~ case may be, the fees of the ~~Deposit Agreement~~Depositary and other expenses set forth herein, ~~which obligations shall survive the termination of the Deposit Agreement~~if any). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.9 and ~~expenses, which obligations shall survive the termination~~ 5.10 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Rossi Residencial S a /Fi)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding; at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a ~~Receipt will~~Receipt, will upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental ~~charges,~~ charges be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, shall not accept deposits of Shares (and shall so instruct each Custodian), and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and ~~expenses, which obligations shall survive the termination~~ expenses of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Redflex Holdings LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a this Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends and other distributions to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination~~ 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (PT Multimedia - Servicos De Telecomunicacoes E Multimedia, SGPS, S.A.)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Upon the resignation or removal of the Depositary ~~shall~~ pursuant to Section 5.4 of the Deposit Agreement, or at any time at the direction of the ~~Issuer~~ Company, the Depositary shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, will be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts ~~surrendered~~ sur- rendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners ~~of Receipts which~~ who have not theretofore ~~been surrendered~~surrendered their Receipts, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations ~~to the Issuer~~ under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all ~~obligations~~ obliga- tions under the Deposit Agreement except for its obligations to the Depositary with respect to ~~indemnification~~indemnifica- tion, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Atlas South Sea Pearl LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement ~~by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding~~ if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. The Depositary shall mail notice of such termination at least 30 days prior to the applicable termination date to the Company and the Owners of all receipts then outstanding. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and ~~except~~ for its obligations ~~to the Issuer~~ under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Zurich Financial Services/ /Fi)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 30 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section 5.8 ~~of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Brisa-Auto-Estradas De Portugal S.A.)

TERMINATION OF DEPOSIT AGREEMENT. The ~~Depositary~~ Deposit Agreement shall ~~at any time~~ terminate at the ~~direction~~ close of business on the Mandatory Conversion Date upon distribution by the Depositary to each Owner entitled thereto of (i) shares of Common Stock and cash (whether in lieu of fractional shares or otherwise) received by the Depositary from the Issuer ~~terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least thirty (30) days prior to the date fixed in such notice~~ for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after mandatory conversion of, and/or dividend payments on, the Depositary ~~shall have delivered to~~ Shares evidenced by the ~~Issuer a written notice of its election to resign~~ Receipt or Receipts held by such Owner, and ~~a successor depositary shall not have been appointed~~ (ii) all other securities, property and ~~accepted its appointment as provided in~~ cash then held by the Depositary under the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon ~~(a)~~ surrender of such Receipt at the Corporate Trust Office of the ~~Depositary, (b) payment of the fee of the~~ Depositary ~~for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement,~~ and ~~(c)~~ payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the ~~American~~ Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, ~~the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and~~ any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.Deposit

Appears in 1 contract

Samples: Deposit Agreement (Tesoro Petroleum Corp /New/)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any ~~time~~ time, at the direction of the ~~Issuer~~ Company, terminate the Deposit Agreement by mailing notice of such termination to the ~~Owners~~ Holders of all ~~Receipts~~ ADSs then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the ~~Owners~~ Holders of all ~~Receipts~~ ADSs then outstanding at least thirty (30) days prior to the date fixed in such notice of termination, if at any time ~~ninety (90) days~~ the Resignation Waiting Period shall have expired ~~after the Depositary shall have delivered to the Issuer a written notice of its election to resign~~ and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the ~~Owner~~ Holder of ~~a Receipt~~ an ADS will, upon (a) ~~surrender~~ Delivery of such ~~Receipt at the Corporate Trust Office of~~ ADSs to the Depositary, (b) payment of the ~~fee~~ fees of the Depositary for the surrender of ~~Receipts~~ ADSs referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Holder or upon ~~his~~ the Holder's order, of the amount of Deposited Securities represented by the ~~American Depositary Shares evidenced by such Receipts~~ADSs. If any ~~Receipts~~ ADSs shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of ~~Receipts~~ADSs, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for ~~Receipts~~ ADSs surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of ~~a Receipt~~ADSs, any expenses for the account of the ~~Owner~~ Holder of such ~~Receipt~~ ADSs in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ sixty (60) days from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of ~~Receipts~~ ADSs which have not theretofore been surrendered, such ~~Owners~~ Holders thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of ~~a Receipt~~ADSs, any expenses for the account of the ~~Owner~~ Holder of such ~~Receipt~~ ADSs in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (KB Financial Group Inc.)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then ~~outstanding~~ outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding if at any time ~~ninety (90)~~ 180 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a ~~successor~~ successor depositary shall not have been ~~appointed~~ appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) ~~surrender~~ surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts ~~referred~~ referred to in ~~Section~~ Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any ~~applicable~~ applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of ~~termination~~termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of ~~dividends~~ dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit ~~Agreement~~Agreement, except that the Depositary shall continue to ~~collect~~ collect dividends and other distributions pertaining to Deposited ~~Securities~~Securities, shall sell rights as provided in the Deposit ~~Agreement~~Agreement, and shall continue to deliver Deposited Securities, ~~together~~ together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts ~~surrendered~~ surrendered to the Depositary (after deducting, in each case, the ~~fee~~ fees and charges of the ~~Depositary~~ Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in ~~accordance~~ accordance with the terms and ~~conditions~~ conditions of the Deposit ~~Agreement,~~ Agreement and any ~~applicable~~ applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~thereunder, unsegregated and without liability for ~~interest~~interest, for the pro rata benefit of the Owners of ~~Receipts~~ Receipts which have not theretofore been ~~surrendered~~surrendered, such ~~Owners~~ Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After ~~making~~ making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in ~~accordance~~ accordance with the terms and conditions of the Deposit ~~Agreement~~Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the ~~termination~~ termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all ~~obligations~~ obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

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

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ shall, at any time at the direction of the ~~Issuer~~ Company, terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. The Deposit Agreement shall also terminate as provided in Section 2.02(b) of the Deposit Agreement. On and after the date of termination, the Owner of a this Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends and other distributions to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the ~~pro rata~~ PRO RATA benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations ~~to the Issuer~~ under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.08 and ~~expenses, which obligations shall survive the termination~~ 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Netia Holdings Sa)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the ~~Issuer~~ Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, if at any time ~~ninety (90)~~ 90 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.04 of the Deposit Agreement. On and after the date of termination, the Owner of a this Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends and other distributions to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~under the Deposit Agreement, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary.Deposit

Appears in 1 contract

Samples: Deposit Agreement (Spark Networks PLC)

TERMINATION OF DEPOSIT AGREEMENT. ~~The~~ Upon the resignation or removal of the Depositary ~~shall~~ pursuant to Section 5.4 of the Deposit Agreement, or at any time at the direction of the ~~Issuer~~ Company, the Depositary shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time ninety (90) days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement). Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (Trinity Biotech PLC)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ shall, at any time at the written direction of the ~~Issuer~~ Company, terminate the Deposit Agreement by ~~mailing~~ providing notice of such termination to the ~~Owners~~ Holders of all ~~Receipts~~ ADRs then outstanding at least thirty (30) days prior to the date fixed in such notice for such termination. ~~The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the Issuer and the Owners of all Receipts then outstanding if at any time~~ If ninety (90) days shall have expired after (i) the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to ~~resign~~ resign, or (ii) the Company shall have delivered to the Depositary a written notice of the removal of the Depositary, and in either case a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.05 of the Deposit Agreement, the Depositary may terminate the Deposit Agreement by providing notice of such termination to the Holders of all ADRs then outstanding at least thirty (30) days prior to the date fixed for such termination. On and after the date of ~~termination~~termination of the Deposit Agreement, the ~~Owner~~ Holder of ~~a Receipt~~ an ADR will, upon ~~(a)~~ surrender of such ~~Receipt~~ ADR at the ~~Corporate Trust~~ Principal Office of the Depositary, ~~(b)~~ upon the payment of the ~~fee~~ charges of the Depositary for the surrender of ~~Receipts~~ ADRs referred to in Section ~~2.5~~ 2.05 of the Deposit ~~Agreement~~Agreement and subject to the conditions and restrictions therein set forth, and ~~(c)~~ upon payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by ~~the American Depositary Shares evidenced by~~ such ~~Receipts~~ADR. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall ~~not accept deposits of Shares (and shall instruct each Custodian to act accordingly), shall~~ discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the ~~Owners~~ Holders thereof, shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly), and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell property and rights and convert Deposited Securities into cash as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, or charging, as the case may be, in each case, the ~~fee~~ charges of the Depositary for the surrender of ~~a Receipt~~an ADR, any expenses for the account of the ~~Owner of such Receipt~~ Holder in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental ~~charges~~charges or assessments). At any time after the expiration of ~~one year~~ six months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold ~~uninvested~~ the net proceeds of any such sale, together with any other cash then held by it ~~thereunder~~hereunder, ~~unsegregated and~~ without liability for interest, for the pro rata benefit of the ~~Owners~~ Holders of ~~Receipts~~ ADRS which have not theretofore been surrendered~~, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds~~. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, or charging, as the case may be, in each case, the ~~fee~~ charges of the Depositary for the surrender of ~~a Receipt~~an ADR, any expenses for the account of the ~~Owner of such Receipt~~ Holder in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental ~~charges~~charges or assessments) and ~~except for~~ its obligations ~~to the Issuer~~ under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.10 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification~~under Sections 5.06, ~~charges,~~ 5.10 and ~~expenses, which obligations shall survive the termination~~ 7.06 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 60 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then outstanding at least 30 days prior to the date of termination, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of ~~one year~~ four months from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the ~~Issuer~~ Company under Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit Agreement~~5.08. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Section 5.08 and ~~expenses, which obligations shall survive the termination~~ 5.09 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Witwatersrand Consolidated Gold Resources LTD)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary ~~shall~~ at any time at the direction of the ~~Issuer~~ Company, shall terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 90 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by mailing notice of such termination to the ~~Issuer~~ Company and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the ~~Issuer~~ Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section ~~2.5~~ 2.05 of the Deposit Agreement, and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to ~~him~~ the Owner or upon ~~his~~ the Owner’s order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except ~~for its obligations to the Issuer under~~ as provided in Section ~~5.8 of the Deposit Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination~~ 5.08 of the Deposit Agreement. Upon the termination of the Deposit Agreement, the ~~Issuer~~ Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses~~, which obligations shall survive the termination of the Deposit Agreement or the resignation or removal of the Depositary~~.

Appears in 1 contract

Samples: Deposit Agreement (General Geophysics Co)

TERMINATION OF DEPOSIT AGREEMENT. The Depositary shall at any time at the direction of the Issuer terminate the Deposit Agreement by ~~mailing~~ distributing notice of such termination to the Owners of all Receipts then outstanding at least ~~thirty (30)~~ 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement by ~~mailing~~ distributing notice of such termination to the Issuer and the Owners of all Receipts then ~~outstanding~~ outstanding, such termination to be effective on a date specified in such notice not less than 30 days after the date thereof, if at any time ~~ninety (90)~~ 60 days shall have expired after the Depositary shall have delivered to the Issuer a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in Section 5.4 of the Deposit Agreement. On and after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.5 of the Deposit ~~Agreement,~~ Agreement and (c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such ~~Receipts~~Receipt. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter ~~shall not accept deposits of Shares (and shall instruct each Custodian to act accordingly),~~ shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit ~~Agreement,~~ Agreement and any applicable taxes or governmental charges). At any time after ~~the expiration of one year from~~ the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, unsegregated and without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of the Deposit Agreement, and any applicable taxes or governmental charges) and except for its obligations to the Issuer under Section 5.8 of the Deposit ~~Agreement and to the Owners under Section 6.2 of the Deposit Agreement, which obligations shall survive the termination of the Deposit~~ Agreement. Upon the termination of the Deposit Agreement, the Issuer shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary ~~with respect to indemnification, charges,~~ under Sections 5.8 and ~~expenses, which obligations shall survive the termination~~ 5.9 of the Deposit ~~Agreement or the resignation or removal of the Depositary~~Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

Common use of TERMINATION OF DEPOSIT AGREEMENT Clause in Contracts