11 Sep American Depositary Receipt Deposit Agreement
(c) Other obligations and fees. The entity shall pay from time to time all other fees and expenses of the depositary and a representative of the depositary (except the depositary) in accordance with the agreements between the enterprise and the depositary, with the exception of: (b) the rights of the depositary. Any depositary may terminate its obligations under this contract by notifying the depositary in writing at least thirty days in advance. Upon receipt of such a written declaration of resignation, the depositary shall endeavour to appoint one or both replacement depositaries, each of whom shall be a guardian as soon as possible or as soon as possible after the effectiveness of the resignation. Any depositary which ceases to act as a depositary under this Agreement shall, on instructions from the depositary, deliver to a depositary all the transferable securities which it has held and which continues to act. Notwithstanding the contrary provisions of this Deposit Convention (including ADRs) and subject to any other restrictions provided for in paragraph (14) subparagraph (o) of the form of ADR (discharge), the depositary is not liable and assumes no liability in connection with acts or negotiations or omissions of the depositary, unless a holder directly results from: the depositary (i) has committed fraud or wilful misconduct in the provision of depositary services to the depositary or (ii) has not exercised sufficient diligence in providing depositary services to the depositary, in accordance with the standards applicable in the jurisdiction in which the depositary is located. (c) appointment of the depositary who will succeed him. In the event that the depositary acting under this Agreement resigns or is withdrawn at any time, the Company will make every effort to appoint a successor depositary, which would be a bank or trust company based in the Borough of Manhattan, The City of New York. Each successor depositary shall execute a written document accepting his appointment under this Agreement and thereafter he shall be fully endowed with all the rights, powers, obligations and obligations of his predecessor, without further act or act. The previous depositary will execute and provide an instrument only after payment of all sums due to it and upon written request from the company (i): which transfers, transfers and provides all the rights and powers of that predecessor (with the exception of its rights of indemnification and costs due, each of which is by suspending such distance and/or resignation), (ii) assign, transfer and provide to such successor all rights, title and interest in the deposited securities and (iii) provide such successor with a list of the holders of all pending ADRs. Any such depositary shall immediately inform such holders of their appointment.
Any bank or trust company into which or with which the depositary may be merged or consolidated, or to which the depositary essentially transfers all of its U.S. share holding activities, shall be the successor of the depositary without the execution or filing of a document or other instrument. . . .