0001140361-19-002651 Sample Contracts

DEPOSIT AGREEMENT
Deposit Agreement • February 7th, 2019 • Deutsche Bank Trust Co Americas/ ADR Group • Delaware

DEPOSIT AGREEMENT, dated as of [ ], by and among (i) Movida Participações S.A., a corporation (sociedade por ações) incorporated under the laws of the Federative Republic of Brazil (“Brazil”), and its successors (the "Company"), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, and any successor depositary hereunder (the "Depositary"), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).

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