Amil Participacoes S.A. Sample Contracts

AMIL PARTICIPAÇÕES.S.A. AND JPMORGAN CHASE BANK, N.A., As Depositary AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of October 10, 2008
Deposit Agreement • October 14th, 2008 • Amil Participacoes S.A. • New York

DEPOSIT AGREEMENT dated as of October 10, 2008 (the "Deposit Agreement") among AMIL PARTICIPAÇÕES S.A. and its successors (the "Company"), JPMORGAN CHASE BANK, N.A., as depositary hereunder (the "Depositary"), and all holders from time to time of American Depositary Receipts issued hereunder ("ADRs") evidencing American Depositary Shares ("ADSs") representing deposited Shares (defined below). The Company hereby appoints the Depositary as depositary for the Deposited Securities and hereby authorizes and directs the Depositary to act in accordance with the terms set forth in this Deposit Agreement. All capitalized terms used herein have the meanings ascribed to them in Section 1 or elsewhere in this Deposit Agreement. The parties hereto agree as follows:

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