0001193805-10-002102 Sample Contracts

WOLSELEY plc AND DEUTSCHE BANK TRUST COMPANY AMERICAS As Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Second Amended and Restated Deposit Agreement Dated as of August 12, 2010
Deposit Agreement • August 5th, 2010 • Deutsche Bank Trust Co Americas/ ADR Group • Retail-building materials, hardware, garden supply • New York

SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT, dated as of August 12, 2010, among WOLSELEY plc, incorporated under the laws of England and Wales, (herein called the Company), 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 (herein called the Depositary), and all Owners and Beneficial Owners from time to time of American Depositary Receipts issued hereunder.

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