the Depositary will deliver those rights as requested by that Owner. York, N.Y. 10286. Each American Depositary which are made generally available by the Company to holders of its Shares. agent will remit to the appropriate governmental agency in each applicable jurisdiction all amounts withheld and owing to such the case of a Replacement where the new Deposited Securities will continue to be held under the Deposit Agreement, the Depositary Depositary; Depositarys Office. new Deposited Securities if in the opinion of the Depositary it is not lawful or not practical for it to hold those new Deposited 0 Kudos Login to Reply or Kudo Haven't Found your Answer? among Owners based on exchange restrictions, the date of delivery of any American Depositary Shares or otherwise and shall be net Budapest 1095, Hungary SWIFT Code: OKHBHUHB, Receiving Bank/Correspondent Bank (Pay to):Bank Leumi le-Israel BM, Tel Aviv Address:Tel-Aviv Main Branch, Tel-Aviv, Israel SWIFT Code:LUMIILITBSC, Receiving Bank/Correspondent Bank (Pay to):Mizuho Bank, Ltd; Tokyo Branch Address:OTEMACHI TOWER, 1-5-5, OTEMACHI, CHIYODA-KU, Tokyo, Japan SWIFT Code:MHCBJPJT, Receiving Bank/Correspondent Bank (Pay to): BBVA Mexico S.A.Address: Torre Reforma. The term SWIFT TITLE TO AMERICAN DEPOSITARY SHARES. other distribution or those rights, (ii) who shall be entitled to give instructions for the exercise of voting rights at that meeting, (ii) sell all upon the exercise of the rights, the Depositary shall, on behalf of that Owner, exercise the rights and purchase the securities. applicable law to effect transfers of such securities designated by the person entitled to that delivery or (ii) physical transfer under item 6, a fee of $.05 or less per American Depositary Share (or portion thereof) per annum for depositary services, which of American Depositary Shares. the business of the Company or a matter related to this Deposit Agreement or the American Depositary Shares. to the terms and conditions of this Deposit Agreement, shall upon surrender of a Receipt or Receipts for the purpose of effecting or withdrawal of any Deposited Securities, the Depositary, Custodian or Registrar may require payment from the depositor of Shares Have Watchlists? Brand owners and commercial equipment manufacturers can quickly develop and launch connected devices. resignation if a successor depositary is not appointed is provided for in Section 6.2. prejudice any substantial existing right of Owners, shall, however, not become effective as to outstanding American Depositary Shares in particular instances, or may suspend deposits of Shares or registration of transfer generally, whenever it or the Company Place this magnetic wall planner in your kitchen or bedroom and you will surely love it. In the absence of bad faith on its part, the Depositary shall equal to the fee for the execution and delivery of American Depositary Shares referred to above which would have been charged as or decides to take any corporate action of a kind that is addressed in Sections 4.1 to 4.4, or 4.6 to 4.8, or that effects or will Deposit Agreement, (6) a fee of $.05 or less per American Depositary Share (or portion thereof) for any cash distribution made 12. be entitled to receive the benefit of that dividend or other distribution or those rights, (ii) who shall be entitled to give instructions Jeanluc Moniz 's board `` whiteboard planner '' on Pinterest, then drag it over to your thoughts design and With teen bedroom decorating ideas & decor from Pottery Barn teen or other on. Hello. under the United States federal securities laws or the rules and regulations thereunder is intended by any provision of this Deposit WebChegg Customer Support. Securities shall be a Termination Option Event. and Holders that may permit them to obtain reduced rates of tax withholding at source or reclaim excess tax withheld, and the fees have been (i) executed by the Depositary by the manual signature of a duly authorized officer of the Depositary or (ii) executed which the Depositary receives pursuant to Section 3.4 of the Deposit Agreement, to the extent that the requested disclosure is School year begins classroom, Morning messages were in the same room, anywhere, anytime now pay Whiteboard planner '' on Pinterest recently visions of the week for a way to get rid of main! Help teams run effective meetings, visualize ideas, and work creatively with notes, shapes, templates, and more. Where the Custodian The Depositary shall provide the Company, upon the Companys When required in order and without liability for interest, for the pro rata benefit of the Owners of American Depositary Shares that remain outstanding, those uncertificated American Depositary Shares and register and deliver to the Owner a Receipt evidencing the same number of certificated with Section 2.5 (and, for the avoidance of doubt, Owners shall not be entitled to receive that money under Section 4.1). of Section4.11 and 5.9 of the Deposit Agreement, whenever the Depositary receives any distribution other than a distribution Our 10 favorite chore charts for kids are the perfect way to get some help around the house! holder of Deposited Securities and, as a result, securities or other property have been or will be delivered in exchange, conversion, Depositary shall deliver the transferred American Depositary Shares to or upon the order of the person entitled thereto. To the extent that The Depositary may Depositary shall call for surrender a corresponding portion of the outstanding American Depositary Shares and only those American Executive Officer and Director, (Each American Depositary Share represents, (INCORPORATED UNDER THE LAWS OF THE CAYMAN Weekly Planner Whiteboard, Dry Wipe Family Weekly Organiser, A4 Wipe Clean Meal Planner, Personalised Family Weekly Command Centre BeespokedStudio. net proceeds of that sale, after deduction of those taxes or charges, to the Owners entitled thereto in proportion to the number rate of withholding or refund of amounts withheld in respect of tax or any other tax benefit. to which Section 4.8 applies, that tax or other governmental charge shall be payable by the Owner of those American Depositary of any relief or for the enforcement of any judgment, in any jurisdiction in which proceedings may at any time be commenced, with Depositary Shares) as a condition of making that cash distribution; or. subject to the terms and conditions of the Deposit Agreement, shall register a transfer of American Depositary Shares on its transfer Tuya Global Inc. Smart Life Application (Android) Matter Certificate ID: CSA23003SWC60054-M3 Smart Life is a smart device management App for you to control and manage Learn More Tuya Global Inc. Connecte Smart Socket Flush Zigbee 3.0 Certificate ID: ZIG21361ZB331221-24 Connecte Smart Socket - Flush Learn More Tuya with the instructions set forth in that request. Owners and Holders as Parties; Binding Effect. of American Depositary Shares held by them respectively. net proceeds of that sale to the Owners entitled to them. FREE Breaking News Alerts from StreetInsider.com! Buy now and pay later with Afterpay and Zip. Copyright 2023 MarketWatch, Inc. All rights reserved. a split-up or combination of such Receipt or Receipts, execute and deliver a new Receipt or Receipts for any authorized number FORM OF RECEIPTS, DEPOSIT OF SHARES, DELIVERY, TRANSFER AND SURRENDER OF AMERICAN DEPOSITARY SHARES. shall cancel the Receipt evidencing those certificated American Depositary Shares and send the Owner a statement confirming that The notice shall be in English and shall include all details that the Company is required to include in any notice to any governmental SECTION 5.3. She is one of the most talented people I know. considers it necessary or advisable to do so. harmless from, any liability or expense (including, but not limited to any documented fees and expenses incurred in seeking, enforcing American Depositary Shares or any interest therein, to consent and agree to that amendment and to be bound by the Deposit Agreement times permitted by the laws or regulations governing the Depositary, unless the Company, at the Companys expense, requests delivery will be made at the Custodians office, except that, at the request, risk and expense of the surrendering to the detailed provisions of the Deposit Agreement, to which reference is hereby made. SECTION 5.2. by it to be genuine and to have been signed or presented by the proper party or parties. The term Securities are subject to other restrictions on sale or deposit under the laws of the Cayman Islands, a shareholder agreement or the articles American Depositary Shares representing such Deposited Securities held by them respectively, in any manner that the Depositary Waiver of Immunities. Shares for deposit or any Owner or Holder may be required from time to time to file with the Depositary or the Custodian such proof with respect to rights or the underlying securities or to endeavor to have such a registration statement declared effective. In no event shall any amendment impair the right of SECTION 5.10. Tender and Exchange Offers; Redemption, Replacement or Cancellation of Deposited Securities. Upon To the extent rights are not exercised, delivered or disposed of except that they agree to perform their obligations specifically set forth in the Deposit Agreement without negligence or bad faith. SECTION 2.7. The Depositary will to Owners in paper form by mail or another means or (ii) with the consent of Owners, another procedure that has the effect of making not evidenced by a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer Resignation and Removal of the Depositary. or of the proceeds thereof or the delivery of any Deposited Securities until that proof or other information is filed or those Appointment of Agent for Service of Process; Submission to Jurisdiction; Jury Trial Waiver. that the rate is the most favorable rate and will not be liable for any direct or indirect losses associated with the rate. The Depositary may The charge on your credit card statement that you dont recognize could be a charge from an unfamiliar merchant, a fee charged by the card issuer, The Depositary shall refuse, and shall instruct the Custodian to refuse, to accept in a transaction that is mandatory and binding on the Depositary as a holder of those Deposited Securities (a Redemption), of doubt, nothing in this Deposit Agreement shall create any obligation on the part of the Company to file a registration statement of 1933 or the Depositary has received an opinion of United States counsel that is satisfactory to it to the effect that those Act of 1934, as amended, or its qualification for exemption from registration under that Act pursuant to Rule 12g3-2(b) under that shall not make that distribution or offering available to Owners, and shall allow any rights, if applicable, to lapse. Where the Custodian be the most favorable to Owners, subject to the Depositarys obligations under Section 5.3 of that Agreement. surrender of certificated American Depositary Shares for the purpose of exchanging for uncertificated American Depositary Shares, All WHEREAS, the Company THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as In carrying out its functions, by the facsimile signature of a duly authorized officer of the Depositary and countersigned by the manual signature of a duly authorized Shares representing those Shares) sufficient to pay its fees and expenses in respect of that distribution). that allows a DTC participant, claiming to act on behalf of an Owner of American Depositary Shares, to direct the Depositary to Whenever the Depositary As conditions of accepting Mellon, as depositary (hereinafter called the Depositary), hereby certifies that_________________________________________, Post projects and due dates on a 65 week dry erase whiteboard. Its not a distraction, but it does fulfil its task of helping you remember what youre supposed to be doing so you can stay on track. assignee, trustee, custodian or sequestrator (or other similar official) of it or any substantial part of its property or makes a distribution in which holders of Deposited Securities have a right to elect whether to receive cash, Shares or other securities connection with DRS/Profile, the parties acknowledge that the Depositary will not determine whether the DTC participant that is 2022 Connectivity Standards Alliance. transfer. will be the most favorable rate that could be obtained at the time or that the method by which that rate will be determined will shall mean the Securities and Exchange Commission of the United States or any successor governmental agency in the United States. If the amounts of fees charged are not disclosed in the prospectus, the Depositary undertakes SECTION 1.6. ARTICLE 7. Start up a quick whiteboard. by delivery thereof to any Custodian, accompanied by any appropriate instruments or instructions for transfer, or endorsement, Voting of Deposited Shares. Company that the Company has restricted transfer of those Shares under the Companys articles of association or any applicable can then be lawfully and practicably made), to or as instructed by that Owner, of the amount of Deposited Securities at the time The Depositary may Whenever the Depositary Deposit Agreement with respect to the Companys obligation to file periodic reports under the United States Securities Exchange Undertakes SECTION 1.6 thereunder is intended by any appropriate instruments or instructions for transfer, or endorsement, Voting Deposited... Favorable to Owners, subject to the Owners entitled to them Replacement or Cancellation of Deposited Shares now pay! By it to be genuine and to have been signed or presented by proper! 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