SECTION 1.12 "Depositary" shall mean Deutsche Bank Trust Company Americas,
an indirect wholly owned subsidiary of Deutsche Bank A.G., in its capacity as
depositary under the terms of this Deposit Agreement, and any successor
SECTION 1.13 "Deposited Securities" as of any time shall mean Shares at
such time deposited or deemed to be deposited under this Deposit Agreement and
any and all other securities, property and cash received or deemed to be
received by the Depositary or the Custodian in respect thereof and held
hereunder, subject, in the case of cash, to the provisions of Section 4.6. The
collateral delivered in connection with Pre-Release Transactions described in
Section 2.10 hereof shall not constitute Deposited Securities.
SECTION 1.14 "Dollars" and "U.S.$" shall refer to the lawful currency of
the United States.
SECTION 1.15 "DRS/Profile" means the system for the uncertificated
registration of ownership of securities pursuant to which ownership of ADSs is
maintained on the books of the Depositary without the issuance of a physical
certificate and transfer instructions may be given to allow for the automated
transfer of ownership between the books of DTC and the Depositary. Ownership of
ADSs held in DRS/Profile are evidenced by periodic statements issued by the
Depositary to the Holders entitled thereto.
SECTION 1.16 "DTC" shall mean The Depository Trust and Clearing
Corporation, the central book-entry clearinghouse and settlement system for
securities traded in the United States, and any successor thereto.
SECTION 1.17 "Exchange Act" shall mean the United States Securities
Exchange Act of 1934, as from time to time amended.
SECTION 1.18 "Foreign Currency" shall mean any currency other than Dollars.
SECTION 1.19 "Foreign Registrar" shall mean the entity, if any, that
carries out the duties of registrar for the Shares or any successor as registrar
for the Shares and any other appointed agent of the Company for the transfer and
registration of Shares.
SECTION 1.20 "Holder" shall mean the person in whose name a Receipt is
registered on the books of the Depositary (or the Registrar, if any) maintained
for such purpose. A Holder may or may not be a Beneficial Owner. A Holder shall
be deemed to have all requisite authority to act on behalf of those Beneficial
Owners of the ADRs registered in such Holder's name.
SECTION 1.21 "Indemnified Person" and "Indemnifying Person" shall have the
meaning set forth in Section 5.8 hereof.
SECTION 1.22 "Pence" shall refer to the lawful currency of the United
Kingdom and Jersey, Channel Islands.
SECTION 1.23 "Pre-Release" shall have the meaning set forth in Section 2.10