0001193805-10-002467 Sample Contracts

AMENDMENT NO. 3 TO DEPOSIT AGREEMENT
Deposit Agreement • September 28th, 2010 • Deutsche Bank Trust Co Americas/ ADR Group • American depositary receipts

AMENDMENT NO. 3, dated as of [●], 2010 (the “Amendment”), to the DEPOSIT AGREEMENT, dated as of December 18, 2002, as amended as of February 2, 2004 and as further amended as of November 10, 2006, by and among (i) IMPALA PLATINUM HOLDINGS LIMITED, a company incorporated under the laws of the Republic of South Africa, and its successors (the "Company"), (ii) DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York corporation, 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 thereunder.

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