Common use of Representations and Warranties on Deposit of Shares Clause in Contracts

Representations and Warranties on Deposit of Shares. Every person depositing Shares under the Deposit Agreement shall be deemed thereby to represent and warrant, that such Shares and each certificate therefor, if applicable, are validly issued, fully paid, nonassessable, free and clear of any lien, encumbrance, security interest, charge or adverse claim and were not issued in violation of any preemptive or similar rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to do. Every such person shall also be deemed to represent and warrant that Shares that it deposits are not, and American Depositary Shares representing those Shares will not be, Restricted Securities. All representations and warranties required by Section 3.03 of the Deposit Agreement shall survive the deposit of Shares, delivery of American Depositary Shares and withdrawal of Deposited Securities.

Appears in 4 contracts

Sources: Deposit Agreement (BrasilAgro - Brazilian Agricultural Real Estate Co), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Representations and Warranties on Deposit of Shares. Every person depositing Shares under the Deposit Agreement shall be deemed thereby to represent and warrant, warrant that such Shares Shares, and each certificate the certificates therefor, if applicable, are validly issued, fully paid, nonassessable, free and clear of any lien, encumbrance, security interest, charge or adverse claim and were not issued in violation of any preemptive or similar rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to dodo so. Every such In addition, every person depositing Shares under the Deposit Agreement shall also be deemed thereby to represent and warrant that such Shares that it deposits are not, and the American Depositary Shares representing those such Shares will would not be, Restricted Securities. All representations and warranties required by Section 3.03 of the Deposit Agreement shall survive the deposit of Shares, delivery of Receipts, transfer of American Depositary Shares and surrender of Receipts and withdrawal of Deposited Securities.

Appears in 3 contracts

Sources: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Representations and Warranties on Deposit of Shares. Every person depositing Shares under the this Deposit Agreement shall be deemed thereby to represent and warrant, warrant that such Shares Shares, and each certificate the certificates therefor, if applicable, are validly issued, fully paid, nonassessable, free and clear of any lien, encumbrance, security interest, charge or adverse claim and were not issued in violation of any preemptive or similar rights of the holders of outstanding Shares and that the person making such deposit is duly authorized so to dodo so. Every such In addition, every person depositing Shares under this Deposit Agreement shall also be deemed to represent and warrant that such Shares that it deposits are not, and the American Depositary Shares representing those such Shares will would not be, Restricted Securities. All representations and warranties required by this Section 3.03 of the Deposit Agreement shall survive the deposit of Shares, delivery of Receipts, transfer of American Depositary Shares and surrender of Receipts and withdrawal of Deposited Securities.

Appears in 3 contracts

Sources: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division)

Representations and Warranties on Deposit of Shares. Every Each person depositing Shares under the Deposit Agreement shall be deemed thereby to represent and warrant, warrant that such Shares and each certificate therefor, if applicable, the certificates therefor are validly issued, outstanding, fully paidpaid and non-assessable, nonassessablethat all preemptive rights, free and clear of any lienif any, encumbrance, security interest, charge with respect to such Shares have been validly waived or adverse claim and were not issued in violation of any preemptive or similar rights of the holders of outstanding Shares exercised and that the each such person making such deposit is duly authorized so to do. Every Each such person shall also be deemed to represent and warrant that (i) the Shares that it deposits presented for deposit are not, and the American Depositary Shares representing those Shares issuable upon such deposit will not be, Restricted SecuritiesSecurities and (ii) the Shares deposited are free and clear of all liens and encumbrances of whatever type. All Such representations and warranties required by Section 3.03 of the Deposit Agreement shall survive the deposit of Shares, delivery of American Depositary Shares and withdrawal of Deposited SecuritiesShares and the issuance and cancellation of Receipts in respect thereof.

Appears in 1 contract

Sources: Deposit Agreement (Citibank,N.A./ADR)