INTERCONTINENTAL HOTELS GROUP PLC AND JPMORGAN CHASE BANK, N.A., As Depositary AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS Amended and Restated Deposit Agreement Dated as of February__, 2006Deposit Agreement • February 9th, 2006 • Intercontinental Hotels Group PLC /New/ • Hotels & motels • New York
Contract Type FiledFebruary 9th, 2006 Company Industry JurisdictionAMENDED AND RESTATED DEPOSIT AGREEMENT dated as of February__, 2006 (the "Deposit Agreement") among INTERCONTINENTAL HOTELS GROUP PLC 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 Securities (as hereinafter defined). 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: