Common use of Execution and Delivery of Receipts Clause in Contracts

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books CHESS Subregister of the Company CUFS Depositary (or the Foreign Registrar, if applicable, appointed agent or agents of the CUFS Depositary for transfer and registration of the CUFS) are open, or if the Depositary may in its sole discretion require so requires, a proper acknowledgment or other evidence from the Company CUFS Depositary (or appointed agent or agents of the CUFS Depositary for transfer and registration of the CUFS) satisfactory to the Depositary that any Deposited Securities deposited CUFS have been recorded upon the books CHESS Subregister of the Company CUFS Depositary (or by the Foreign Registrarappointed agent of the CUFS Depositary for transfer and registration of CUFS), if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such the Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable Deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, telex telex, SWIFT, facsimile or facsimile electronic transmission. Upon After receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to this Deposit Agreement (including, without limitation, the terms and conditions payment of this Restricted Deposit Agreementthe fees, expenses, taxes and/or other charges owing hereunder), shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the CUFS so deposited to or upon the order of the person or persons named in the notice delivered Delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and Deliver a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only persons evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled. Nothing herein shall prohibit any Pre-Release Transaction upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided terms set forth in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securitiesthis Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any the Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the Foreign Registrar, if applicable, appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary may in its sole discretion require so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the Foreign Registrar, if applicable, appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), such the Custodian shall notify the Depositary of such deposit and deposit, the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a Receipt or Receipts, Receipts registered in the name or names of, and evidencing any authorized number of Restricted American Depositary Shares requested by by, such person or persons, but only upon payment to the Depositary by such person or persons of the fees and expenses fee of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09Receipts, and of all taxes taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit and deposit, the transfer of the Deposited SecuritiesSecurities and the issuance of such Receipt or Receipts.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded, or will be recorded upon the books of the Company or the Foreign Registrar, if applicableas soon as transfer and registration can be accomplished, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either, together with as representative of the other documents required as above specifiedHolders and Beneficial Owners, such Custodian shall notify on the Depositary shareholders' register maintained by or on behalf of the Company by the Eligible Securities Registrar if registered Eligible Securities have been deposited or if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the Taiwan Securities Central Depository, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts ADSs are deliverable in respect thereof and the number of Restricted American Depositary Shares ADSs to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares name(s) requested by such person or personsperson(s) and evidencing the aggregate number of ADSs to which such person(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesEligible Securities and the issuance of the Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company or by the Share Registrar, together with the other documents required as above specifiedif any, such Custodian shall notify the Depositary if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any a Custodian of any a deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the Foreign Registrarappointed agent of the Company for the transfer and registration of the Class A Shares, if applicable, which may but need not be VPC) are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent of the Company for transfer and registration of the Class A Shares, which may but need not be the VPC) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or the Foreign Registrarappointed agent of the Company for transfer and registration of the Class A Shares, if applicable, which may but need not be the VPC) in the name of the Depositary or its nominee Nominee or such Custodian or its nominee)}, together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Principal Office to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or personspersons and evidencing in the aggregate the number of American Depositary Shares to which such person is entitled, but only upon payment to the Depositary of the fees and expenses fee of the Depositary for the issuance, execution and delivery of such Receipt or Receipts (as provided in Section 5.09, set forth on Exhibit B hereto) and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securitiesdeposited Class A Shares.

Execution and Delivery of Receipts. Upon The Depositary has instructed the Custodian, upon receipt by ---------------------------------- any the Custodian of any a deposit of Shares pursuant to Section 2.02 hereunder hereof, (and in addition, if the transfer books of the Company or the Foreign Share Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment acknowledgement or other evidence from the Company that any Deposited Securities have been recorded upon the books of the Company or the Foreign Share Registrar, if applicable, in the name of the Depositary Custodian or its nominee or such Custodian of the Depositary or its nominee), ) together with the all other required documents and payments required as above specifiedunder this Deposit Agreement, such Custodian shall to notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Principal Office to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or personspersons and evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for making a deposit and the execution issuance and delivery of such Receipt or Receipts (as provided set forth in Section 5.09, 5.09 and Exhibit B hereto) and in respect of all applicable taxes (except insofar as already accounted for) and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesSecurities and the issuance of the Receipt or Receipts. The Depositary shall not be required to issue any fractional Receipts or any Receipts for fractional Shares.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.095.9, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities. The Depositary shall execute and deliver Receipts only in accordance with the provisions of this Deposit Agreement. The Depositary shall not deliver Shares hereunder, except upon the receipt and cancellation of Receipts, as permitted under Section 3.2, 4.3, 4.11 or 6.2 or in the case of a surrender to the Company or its agent in a transaction to which Section 4.8 applies.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- any arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company or by the Share Registrar, together with the other documents required as above specifiedif any, such Custodian shall notify the Depositary if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company Issuer or the appointed agent of the Issuer for the transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, Registrar are open, the Depositary may in its sole discretion require a proper acknowledgment acknowledgement or other evidence from the Company Issuer satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company Issuer or the appointed agent of the Issuer for the transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, Registrar in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced represented thereby. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing representing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses fee of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09Receipts, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company Issuer or the Foreign Registrar, if applicable, are open, open and if the Depositary may in or its sole discretion require nominee or the Custodian has presented such certificates to the Issuer or the Foreign Registrar and the Depositary so requires, a proper acknowledgment or other evidence from the Company Issuer or the appointed agent of the Issuer for transfer and registration of Shares which may but need not be the Foreign Registrar, as the case may be, satisfactory to the Depositary that any Deposited Securities in registered form have been recorded upon the books of the Company Issuer or the appointed agent of the Issuer for transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specifiedspecified and pursuant to Section 2.6, such the Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, the Depositary or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositaryits agent, subject to the terms and conditions of this Restricted Deposit Agreement, Agreement shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but and evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled, but, in either case, (A) only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and Custodian of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the deposited shares and (B) subject to the other terms of this Deposit Agreement and the provisions of the Articles and of the Deposited Securities. Receipts may only be executed and delivered under this Section 2.3 evidencing five (5) American Depositary Shares or any integral multiple thereof.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in additionii) if registered Eligible Securities have been deposited , if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders’ register maintained by or on behalf of the Company by the Eligible Securities Registrar or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the Taiwan Securities Central Depository, and (iii) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Transfer Office. Receipt(s) registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares name(s) requested by such person or personsperson(s) and evidencing the aggregate number of ADSs to which such person(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesEligible Securities and the issuance of the Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents required as above specifiedif registered Shares have been deposited or, such Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, Receipt(s) registered in the name or names requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities.5.9 and

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders’ register maintained by or on behalf of the Company or by the Share Registrar, together with the other documents required as above specifiedif any, such Custodian shall notify the Depositary if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, together with the other documents required as above specifiedif deposit is made by book-entry transfer, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of Companhia Brasileira de Liquidacao e Custodia, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if ii) that transfer of such Shares has been made to the transfer books securities account of the Company or the Foreign RegistrarCustodian maintained at NECIGEF, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company (iii) that any Deposited Securities all required documents have been recorded upon the books of the Company or the Foreign Registrarreceived, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, if such person should so request by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and deliver a Receipt or Receipts, Receipts registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for making a deposit and the issuance of American Depositary Shares and execution and delivery of such Receipt or Receipts (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, the Depositary may in its sole discretion require a proper acknowledgment or other evidence (i) if the transfer books shareholders' register of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the books shareholders' register of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or or, subject to applicable law, its nominee or (ii) where such Custodian or deposit is made by entry in the books of a CSD, from such CSD that any Deposited Securities have been recorded upon the books of such CSD in the name of the Depositary or, subject to applicable law, its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or or, to the extent permitted by applicable law, upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees fees, if any, payable in connection with such deposit and the transfer of the Deposited Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and Sections 2.04, 2.07, 2.09, 2.11, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, together with the other documents required as above specifiedif deposit is made by book-entry transfer, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the SEGA, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts ADSs are deliverable in respect thereof and the number of Restricted American Depositary Shares ADSs to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares name(s) requested by such person or personsperson(s) and evidencing the aggregate number of ADSs to which such person(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary shall make arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, together with the other documents required as above specifiedif deposit is made by book-entry transfer, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the CCASS, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any a Custodian of any a deposit of Shares pursuant to Section 2.02 hereunder (hereof, and in addition, if the transfer books of receipt and confirmation from the Company or the Foreign RegistrarShare Registrar of such transfer, if applicablesatisfactory to the Depositary, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee)as specified above, together with the all other documents required as above specifieddocuments, such Custodian shall shall, as promptly as practicable, notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall as promptly as practicable execute and deliver at its Corporate Trust Office, Principal Office to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or personspersons and evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for making a deposit and the execution issuance and delivery of such Receipt or Receipts as provided and in Section 5.09, and respect of all taxes (except insofar as already accounted for) and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesSecurities and the issue of the Receipt or Receipts in each case as set forth in Exhibit B and Section 5.09.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders’ register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of JASDEC, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and deliver a Receipt or Receipts, registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing in this Section 2.5 shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any the Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares or such evidence of rights to receive Shares together with the other documents as specified in Section 2.02 by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees fees, if any, payable in connection with such deposit and the transfer of the Deposited Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and Sections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders’ register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, together with the other documents required as above specifiedif deposit is made by book-entry transfer, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of Companhia Brasileira de Liquidação e Custódia, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and, if applicable, shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering any such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of any such Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and, if applicable, deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company (held by the Danish Securities Center or an appointed agent) if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such transfer in the books of the Foreign Registrar (held by the Danish Securities Center or an appointed agent), together with the other (iii) that all required documents required as above specifiedhave been received, such Custodian shall notify the Depositary of such deposit and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and deliver a Receipt or Receipts, registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt or Receipts. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the Share Registrar, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and deliver a Receipt or Receipts, registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Eligible Securities Registrar if registered Eligible Securities have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the Taiwan Securities Central Depository Co. Ltd., (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall confirmation may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice confirmation from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, applicable law and the provisions of the Articles of Incorporation of the Company and the Eligible Securities, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 hereof) and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesEligible Securities and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. (a) Upon receipt from the Custodian of confirmation that the Initial Deposit and delivery of the other documents specified in Section 2.02(a) have been duly made, the Depositary, subject to the terms and conditions of this Global Deposit Agreement, shall execute and deliver to DTC or its custodian the Master GDR evidencing the number of Book-Entry GDSs specified in the Initial Deposit Certificate as having been sold in connection with the Initial Deposit. (b) In the case of any deposit of Shares other than the Initial Deposit, upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.02(b) hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, upon the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specifiedand pursuant to Section 2.06, such Custodian shall notify the Depositary of such deposit and the name and DTC account number of the DTC participant or participants to whose account(s) the Book-Entry GDSs should be credited or, if DTC’s book-entry settlement system is not then available for the Book-Entry GDSs as provided in Section 2.01(b), the person or persons to whom or upon whose written order a certificated Receipt or Receipts for Physical GDSs are deliverable in respect thereof and the number of Restricted American Global Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, the Depositary or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositaryits agent, subject to the terms and conditions of this Restricted Global Deposit Agreement, shall (a) if DTC’s book-entry settlement system is then available for the Book-Entry GDSs (i) adjust its records to reflect such deposit so as to evidence the aggregate number of Book-Entry GDSs then outstanding and (ii) instruct DTC to adjust its records to reflect such increase and credit the designated DTC participant account or accounts with such increase, or (b) if DTC’s book-entry settlement system is not then available for Book-Entry GDSs as provided in Section 2.01 (b), execute and deliver outside the United States at its Corporate Trust Officethe expense and risk of the person depositing such Shares, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but and evidencing in the aggregate the number of Physical GDSs to which such person or persons are entitled, but, in either case, (A) only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and Custodian of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the deposited Shares and (B) subject to the other terms of this Global Deposit Agreement and the provisions of the Company’s Memorandum and Articles of Association and of the Deposited Securities. The Depositary shall neither execute nor deliver a Receipt nor adjust its records in respect of any deposit of Shares unless a Depositor Certificate in substantially the form appearing as Annex I hereto is provided to the Depositary by or on behalf of the person acquiring beneficial ownership of any CDS; provided, that such certification and agreement need not be given and made in connection with the Initial Deposit and the initial issuance of Receipts.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to in accordance with the provisions of Section 2.02 hereunder (and and, in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, Registrar are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specifiedspecified above, such Custodian shall promptly notify the Depositary of such deposit and of the name or names of the person or persons to whom or upon whose written order a Receipt or Receipts of the corresponding Series are deliverable in respect thereof thereof, the office of the Depositary at which such Receipts are to be delivered and the number of Restricted American Depositary Shares of the corresponding Series to be evidenced thereby. Such notification shall be made by letter in writing and mailed, first class air mail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, or telex or facsimile transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares of such Series or Share Units by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, Office to or upon the order of the person or persons named entitled thereto, (i) a Receipt or Receipts of the Series of such deposited Shares or (ii) in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)case of a deposit of Share Units, a Receipt or ReceiptsReceipts of the Series corresponding to each Series of Shares comprising such Share Units, registered in the such name or names and evidencing any authorized number of Restricted American Depositary Shares as requested by such person or persons, persons entitled thereto evidencing the number of American Depositary Shares of the corresponding Series requested by such person or persons but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities. Delivery at offices other than the Depositary's Corporate Trust Office shall be at the risk and expense of the person requesting such delivery.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents required as above specifiedif registered Shares have been deposited or, such Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, Receipt(s) registered in the name or names requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and upon receipt in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, form satisfactory to the Depositary may in its sole discretion require of a proper acknowledgment or other evidence from the Company or the Russian Share Registrar (including extracts from the Share Register) that any Deposited Securities have been recorded upon on the books of Share Register maintained by the Company or the Foreign Registrar, if applicable, Russian Share Registrar in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specifiedspecified in this Deposit Agreement, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust the Depositary's Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses (a) of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities and (b) subject to the other terms of this Deposit Agreement and the provisions of the Charter of the Company and of the Deposited Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and Sections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08 hereof.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- any arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee)in the books of NECIGEF, together with the other (iii) that all required documents required as above specifiedhave been received, such Custodian shall notify the Depositary of such deposit and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed Custodian and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company Issuer or the Foreign Registrar, if applicable, are open, open and if the Depositary may in or its sole discretion require nominee or the Custodian has presented such certificates to the Issuer or the Foreign Registrar and the Depositary so requires, a proper acknowledgment or other evidence from the Company Issuer or the appointed agent of the Issuer for transfer and registration of Shares which may but need not be the Foreign Registrar, as the case may be, satisfactory to the Depositary that any Deposited Securities in registered form have been recorded upon the books of the Company Issuer or the appointed agent of the Issuer for transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specifiedspecified and pursuant to Section 2.6, such the Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, the Depositary or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositaryits agent, subject to the terms and conditions of this Restricted Deposit Agreement, Agreement shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but and evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled, but, in either case, (A) only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and Custodian of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the deposited shares and (B) subject to the other terms of this Deposit Agreement and the provisions of the Articles and of the Deposited Securities. Receipts may only be executed and delivered under this Section 2.3 evidencing five (5) American Depositary Shares or any integral multiple thereof.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- any arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee)in the books of NECIGEF, together with the other (iii) that all required documents required as above specifiedhave been received, such Custodian shall notify the Depositary of such deposit and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed Custodian and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any a Custodian of any a deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence (i) from the Company (or the appointed agent of the Company for transfer and registration of Shares), satisfactory to the Depositary that any Deposited Securities are properly recorded upon the shareholders' register of the Company (or such agent) maintained for that purpose in the name of the Depositary or (ii) where such deposit is made by entry in the books of a CSD, from such CSD that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, such CSD in the name of the Depositary or its nominee or such Custodian or its nominee)Depositary, together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and recordation and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, the Depositary or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositaryits agent, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Principal London Office or its Principal New York Office to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, Receipts registered in the name or names requested in such notice and evidencing any authorized in the aggregate the number of Restricted American Depositary Shares requested by to which such person or personsis entitled, but only upon payment to the Depositary of the fees and expenses fee of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securitiesdeposited Shares. The Depositary shall not be required to issue any fractional Receipts or any Receipts for fractional Shares.

Execution and Delivery of Receipts. (a) Upon receipt from the Custodian of confirmation that the Initial Deposit and delivery of the other documents specified in Section 2.02(a) have been duly made, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver to DTC or its custodian the Master ADR evidencing the number of Book-Entry ADSs specified in the Initial Deposit Certificate as having been sold in connection with the Initial Deposit. In the case of any deposit of Shares other than the Initial Deposit, upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.02(b) hereunder (and in addition, if the transfer books of the Company Issuer or the Foreign Registrar, if applicable, are open, open and if the Depositary may in or its sole discretion require nominee or the Custodian has presented such certificates to the Issuer or the Foreign Registrar and the Depositary so requires, a proper acknowledgment or other evidence from the Company Issuer or the appointed agent of the Issuer for transfer and registration of Shares which may but need not be the Foreign Registrar, as the case may be, satisfactory to the Depositary that any Deposited Securities in registered form have been recorded upon the books of the Company Issuer or the appointed agent of the Issuer for transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specifiedspecified and pursuant to Section 2.06, such the Custodian shall notify the Depositary of such deposit and the name and DTC account number of the DTC participant or participants to whose account(s) the Book-Entry ADSs should be credited or, if DTC's book-entry settlement system is not then available for the Book-Entry ADSs as provided in Section 2.01(b), the person or persons to whom or upon whose written order a certificated Receipt or Receipts for Physical ADSs is or are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, the Depositary or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositaryits agent, subject to the terms and conditions of this Restricted Deposit Agreement, shall (a) if DTC's book-entry settlement system is then available for the Book-Entry ADSs (i) adjust its records to reflect such deposit so as to evidence the aggregate number of Book-Entry ADSs then outstanding and (ii) instruct DTC to adjust its records to reflect such increase and credit the designated DTC participant account or accounts with such increase, or (b) if DTC's book-entry settlement system is not then available for Book-Entry ADSs as provided in Section 2.01(b), execute and deliver before the Effective Time outside the United States at the expense and risk of the person depositing such Shares, and at or after the Effective Time at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but and evidencing in the aggregate the number of Physical ADSs to which such person or persons are entitled, but, in either case, (A) only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and Custodian of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the deposited Shares and (B) subject to the other terms of this Deposit Agreement and the provisions of the Articles and of the Deposited Securities. Prior to the Effective Time, the Depositary shall neither execute nor deliver a Receipt nor adjust its records in respect of any deposit of Shares unless a Depositor Certificate in substantially the form appearing as Annex I hereto is provided to the Depositary by or on behalf of the person acquiring beneficial ownership of any American Depositary Share; provided, that such certification and agreement need not be given and made in connection with the Initial Deposit and the initial issuance of Receipts. The Depositary shall deliver a confirmation regarding the deposit of such Shares and the issuance of a Receipt or Receipt, or the adjustment of its records to reflect such increase in the number of American Depositary Shares outstanding, as the case may be, to the person or persons to whom or to whose DTC participant account or accounts such American Depositary Shares are delivered or credited, such confirmation to contain, inter alia, a notice with respect to the restrictions on the transfer of such Shares and American Depositary Shares substantially in the form of the legend set out in Section 2.01(a).

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books registers of shareholders of the Company or the and Foreign RegistrarTransfer Agent, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company that any Deposited Securities have been recorded upon the books registers of shareholders of the Company or the and Foreign RegistrarTransfer Agent, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specifiedand pursuant to Section 2.6, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the DepositaryDepositary or its agent, subject to the terms and conditions of this Restricted Deposit Agreement, shall promptly execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, and evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled, but (A) only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and Custodian of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the deposited Shares and (B) subject to the other terms of this Deposit Agreement and the provisions of the Company's Articles of Incorporation, Share Handling Regulations and of the Deposited Securities. Receipts may only be executed and delivered under this Section 2.03 evidencing Ten (10) American Depositary Shares or any integral multiple thereof.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, together with the other documents required as above specifiedif deposit is made by book-entry transfer, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of Companhia Brasileira de Liquidacao e Custodia, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and, if applicable, shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering any such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of any such Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and, if applicable, deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any the Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the Foreign Registrar, if applicable, appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary may in its sole discretion require so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the Foreign Registrar, if applicable, appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified, such the Custodian shall notify the Depositary of such deposit and deposit, the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the written order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a Receipt or Receipts, Receipts registered in the name or names of, and evidencing any authorized number of Restricted American Depositary Shares requested by by, such person or persons, but only upon payment to the Depositary by such person or persons of the fees and expenses fee of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09Receipts, and of all taxes taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit and deposit, the transfer of the Deposited SecuritiesSecurities and the issuance of such Receipt or Receipts.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of JASDEC, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and deliver a Receipt or Receipts, registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing in this Section 2.5 shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders’ register maintained by or on behalf of the Company or by the Share Registrar, together with the other documents required as above specifiedif any, such Custodian shall notify the Depositary if registered Shares have been deposited, or, if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names name(s) requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the bookentry settlement entity has been received, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written Written order a Receipt or American Depositary Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons named person(s) nan1ed in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and deliver a Receipt or Receipts, registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for making a deposit and the issuance of American Depositary Shares and execution and delivery of such Receipt or Receipts (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee), together with a nominee of either on the other documents required as above specified, such Custodian shall notify shareholders' register maintained by the Depositary FCSD or confirmation of such deposit transfer of the Shares to the account of the Custodian in the books of the FCSD has taken place, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has instructed the Custodian to confirm to the Depositary as promptly as practicable (i) when a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon in the books of the Company or the Foreign Registrar, if applicableMonte Titoli, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either, together with the other (iii) that all required documents required as above specifiedhave been received, such Custodian shall notify the Depositary of such deposit and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, first class airmail postage prepaid, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Officeshall, as promptly as practicable, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, and execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.03 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, together with any other documents required by the Depositary may in its sole discretion require accordance with this Deposit Agreement, and upon receipt in form satisfactory to the Depositary of a proper acknowledgment acknowledgement or other evidence from the Company or the Russian Share Registrar (including extracts from the Share Register) that any Deposited Securities have been recorded upon on the books of Share Register maintained by the Company or the Foreign Registrar, if applicable, Russian Share Registrar in the name of the Depositary or its nominee or such the Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Office to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes (including, without limitation, amounts in respect of any applicable transfer taxes) and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities. Alternatively, the Depositary, at the request, risk and expense of the person making the deposit and subject to the terms and conditions of this Deposit Agreement, shall deliver at its Corporate Trust Office to or upon the order of the person or persons entitled thereto, a physical certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes (including, without limitation, amounts in respect of any applicable transfer taxes) and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities. Nothing in this Section shall be interpreted to prohibit Pre-Release as defined in Section 2.10 hereof.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares or such evidence of rights to receive Shares together with the other documents as specified in Section 2.02 by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Principal London Office or Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees fees, if any, payable in connection with such deposit and the transfer of the Deposited Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and Sections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.022.2 hereunder (and in addition, if the transfer books for Shares maintained byof the Issuer or the appointed agent of the Company or Issuer for the registration of transfer of Shares, which may but need not be the Foreign Registrar, if applicable, are openopen and if required by law, the Depositary may in its sole discretion require require, a proper acknowledgment or other evidence from the Company Issuer or any such agent satisfactory to the Depositary that Shares so depositedthat any Deposited Securities have been recorded upon the such transfer booksthe books of the Company Issuer or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and of the name or names of the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced representedevidenced thereby. Such notification shall be made by letter sent first class air mail postage prepaid or, at the requestrequest and, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositaryentitled thereto, a Receipt or Receipts, registered in the name or names and evidencing representingevidencing any authorized number of Restricted American Depositary Shares as requested by such person or persons, but only upon payment to the Depositary of the fees feefees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts Receipts, as provided in Section 5.095.9, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Shares so depositedDeposited Securities.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents required as above specifiedif registered Shares have been deposited or, such Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, Receipt(s) registered in the name or names requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities.payable

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant pursu­ant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicableap­plicable, are open, the Depositary may in its sole reasonable discretion require a proper acknowledgment or other evidence from the Company that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicableap­plicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall shall, as promptly as practicable, notify the Depositary of such deposit and the person or persons to whom or upon whose written writ­ten order a Receipt or Receipts are deliverable deliver­able in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter let­ter, first class airmail postage prepaid or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving re­ceiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions condi­tions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order or­der of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary Deposi­tary of the fees and expenses charges of the Depositary for the execution and delivery de­livery of such Receipt or Receipts as provided in Section 5.095.9, and of all taxes and governmental charges and fees payable pay­able in connection with such deposit and the transfer of the Deposited SecuritiesSecuri­ties, including those payable as provided in Section 3.2.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents required as above specifiedif registered Shares have been deposited or, such Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposit transfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, Receipt(s) registered in the name or names requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.095.9 and Exhibit B, hereto) and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books CHESS Subregister of the Company CUFS Depositary (or the Foreign Registrar, if applicable, appointed agent or agents of the CUFS Depositary for transfer and registration of the CUFS) are open, or if the Depositary may in its sole discretion require so requires, a proper acknowledgment or other evidence from the Company CUFS Depositary (or appointed agent or agents of the CUFS Depositary for transfer and registration of the CUFS) satisfactory to the Depositary that any Deposited Securities deposited CUFS have been recorded upon the books CHESS Subregister of the Company CUFS Depositary (or by the Foreign Registrarappointed agent of the CUFS Depositary for transfer and registration of CUFS), if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such the Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable Deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, telex telex, SWIFT, facsimile or facsimile electronic transmission. Upon After receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to this Deposit Agreement (including, without limitation, the terms and conditions payment of this Restricted Deposit Agreementthe fees, expenses, taxes and/or other charges owing hereunder), shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the CUFS so deposited to or upon the order of the person or persons named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), execute and Deliver a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment persons evidencing in the aggregate the number of American Depositary Shares to the Depositary of the fees and expenses of the Depositary for the execution and delivery of which such Receipt person or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securitiespersons are entitled.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- any arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of NECIGEF, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed custodian and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, section 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the DTC, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts Global Depositary Shares are deliverable in respect thereof and the number of Restricted American Global Depositary Shares to be evidenced therebyso delivered. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the Global Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or personsperson(s) and evidencing the aggregate number of Global Depositary Shares to which such person(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing Global Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue Global Depositary Shares in whole numbers and deliver Global Depositary Receipts evidencing whole numbers of Global Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to in accordance with the provisions of Section 2.02 hereunder (and and, in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, Registrar are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specifiedspecified above, such Custodian shall promptly notify the Depositary of such deposit and of the name or names of the person or persons to whom or upon whose written order a Receipt or Receipts of the corresponding Series are deliverable in respect thereof thereof, the office of the Depositary at which such Receipts are to be delivered and the number of Restricted American Depositary Shares of the corresponding Series to be evidenced thereby. Such notification shall be made by letter in writing and mailed, first class air mail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, or telex or facsimile transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares of such Series or Share Units by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, Office to or upon the order of the person or persons named entitled thereto, (i) a Receipt or Receipts of the Series of such deposited Shares or (ii) in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)case of a deposit of Share Units, a Receipt or ReceiptsReceipts of the Series corresponding to each Series of Shares comprising such Share Units, registered in the such name or names and evidencing any authorized number of Restricted American Depositary Shares as requested by such person or persons, persons entitled thereto evidencing the number of American Depositary Shares of the corresponding Series requested by such person or persons but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities. Delivery at offices other than the Depositary’s Corporate Trust Office shall be at the risk and expense of the person requesting such delivery.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Eligible Securities Registrar if registered Eligible Securities have been deposited or if deposit is made by book-entry transfer, together with the other documents required as above specified, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of the Taiwan Securities Central Depository, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by first class airmail letter postage prepaid, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile transmissionother means of electronic transmission with confirmation of receipt. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, Depositary subject to the terms and conditions of this Restricted Deposit Agreement, applicable law and the provisions of the Articles of Incorporation of the Company and the Eligible Securities, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares name(s) requested by such person or personsperson(s) and evidencing the aggregate number of ADSs to which such person(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesEligible Securities and the issuance of the Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, the Custodian or its nominee)a nominee of either on the shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, together with the other documents required as above specifiedif deposit is made by book-entry transfer, such Custodian shall notify the Depositary confirmation of such deposit transfer in the books of SIS, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts ADSs are deliverable in respect thereof and the number of Restricted American Depositary Shares ADSs to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such the Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares name(s) requested by such person or personsperson(s) and evidencing the aggregate number of ADSs to which such person(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares or such evidence of rights to receive Shares together with the other documents as specified in Section 2.02 by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees fees, if any, payable in connection with such deposit and the transfer of the Deposited Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and Sections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- any arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 hereunder 2.3 hereof, (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company ii) that any such Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Depositary, Custodian or its nominee)a nominee of either in the books of NECIGEF, together with the other (iii) that all required documents required as above specifiedhave been received, such Custodian shall notify the Depositary of such deposit and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts American Depositary Shares are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed custodian and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary (which and shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts, execute and deliver at its Principal Office Receipt(s) registered in the name or names requested by such person(s) and evidencing any authorized the aggregate number of Restricted American Depositary Shares requested by to which such person or personsperson(s) are entitled, but only upon payment to the Depositary of the fees and expenses charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts Receipt(s) (as provided set forth in Section 5.09, section 5.9 and of Exhibit B hereto) and all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited SecuritiesShares and the issuance of the Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company Issuer or the appointed agent of the Issuer for the transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, Registrar are open, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company Issuer satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company Issuer or the appointed agent of the Issuer for the transfer and registration of Shares, which may but need not be the Foreign Registrar, if applicable, Registrar in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced represented thereby. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)entitled thereto, a Receipt or Receipts, registered in the name or names and evidencing representing any authorized number of Restricted American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses fee of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09Receipts, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities.

Execution and Delivery of Receipts. Upon (a) Subject as hereinafter provided, the initial issue of Receipts may take place prior to the actual receipt by ---------------------------------- the Custodian of the Initially Deposited Shares. The Initially Deposited Shares shall be delivered by or on behalf of the Company to the account of the Depositary maintained by the Custodian for such purpose. Prior to the Initial Deposit, the Company shall deliver, or cause to be delivered to the Depositary (i) confirmation that, subject to the registration of the Capital Increase, the Initially Deposited Shares issued in bearer form will be delivered to the Custodian on or before the Termination Date, (ii) confirmation that, subject to the registration of the Capital Increase, the Initially Deposited Shares issued in registered form will be registered in the name of the Depositary on or before the Termination Date, (iii) confirmation that the Initially Deposited Shares are or will be issued as fully paid and (iv) notification as to the number of Initially Deposited Shares which will correspond to the Receipts. Thereafter, the Depositary will issue the Receipts registered in the name of DTC or its nominee. (b) In the case of any deposit of Shares other than the Initial Deposit, upon receipt by any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, or the National Depositary of Securities, if applicable, are open, and if the Depositary or its nominee or the Custodian has presented such certificates to the Company or to the Foreign Registrar, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company or the appointed agent of the Company for transfer and registration of Shares, which may, but need not, be the Foreign Registrar, that any Deposited Securities in registered form have been recorded upon the books of the Company or such appointed agent, or from the Foreign RegistrarNational Depositary of Securities that any Deposited Securities have been recorded on its book or other records, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specifiedand pursuant to Section 2.06, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a certificated Receipt or Receipts are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made in English by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the DepositaryDepositary or its agent, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the written order of of, the person or persons named in the notice delivered to the Depositary (which shall be the beneficial owner furnishing the Depositor Certificate)Depositary, a certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of Restricted American Depositary Shares requested by such person or persons, but and evidencing in the aggregate the number of American Depositary Shares to which such person or persons are entitled, but, in either case, (A) only upon payment by such person or persons to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts as provided in Section 5.09, and Custodian of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the deposited Shares and the issuance of such Receipt or Receipts and (B) subject to the other terms of this Agreement and the provisions of the Company’s Statute and of the Deposited Securities.