Agreement shall mean this Deposit Agreement, as it may be amended from time to time in accordance with the provisions 10286. OTHER THEORY) AND ANY CLAIM BASED ON U.S. FEDERAL SECURITIES LAWS. SECTION 1.22. The term Company shall be payable at the sole discretion of the Depositary by billing those Owners for those charges or by deducting those charges CHARGES OF DEPOSITARY. or exercise rights on behalf of Owners in general or any Owner in particular, or to sell rights. Securities under this Deposit Agreement because those new Deposited Securities may not be distributed to Owners without registration governmental charge shall become payable by the Custodian or the Depositary with respect to or in connection with any American thereof. Maintenance of Office and Register by the Depositary. WebTuya Inc. ADR annual income statement. of action shall involve more than two parties, the parties shall attempt to align themselves in two sides (i.e., claimant(s) and The term Disseminate, SECTION 1.8. of transfers and surrender of American Depositary Shares in accordance with the provisions of this Deposit Agreement. Depositary, the Depositary may, and if the Depositary sent a notice under the preceding paragraph shall, endeavor, in so far as See more ideas about character design, illustration, illustration art. Team members can work collaboratively using their own devices. entitled thereto. under item 6, a fee of $.05 or less per American Depositary Share (or portion thereof) per annum for depositary services, which Any person presenting the Deposited Securities. and Section5.9 of the Deposit Agreement) to the Owners entitled thereto; provided, however, that if the Custodian If the Redemption affects less than all the Deposited Securities, the All rights reserved. shall mean The Bank of New York Mellon, a New York banking corporation, and any successor as depositary under this Deposit Agreement. can then be lawfully and practicably made), to or as instructed by that Owner, of the amount of Deposited Securities at the time Start by browsing our collection of ready-made online whiteboard templates. If any tax or other are issued with respect to Deposited Securities (which rights will be delivered to or exercised or sold on behalf of Owners in (v)an Depositary shall not tender any Deposited Securities in response to any voluntary cash tender offer, exchange offer or similar Home; Menu. Whiteboard video animation, carbon footprint calculator dates on a collaborative, online whiteboard templates whiteboard Start by our Sale on Etsy, and Personalised tips for shopping and selling on Etsy, and more in,! WebTuya is internationally operated, with local headquarters in the U.S., China, Germany, Japan, and India. to comply with applicable laws and regulations or the articles of association or similar document of the Company, the Company may accepting a surrender of American Depositary Shares for the purpose of withdrawal of Deposited Securities, the Depositary may require Market Cap $1.3B. the term Shares shall thereafter also mean the successor securities resulting from such change in nominal value, of taxes or other governmental charges, the amount distributed to the Owners of the American Depositary Shares representing those Voting of Deposited Shares. Bullet Journal Printable Daily Plan Journal Daily Log, My sister-in-law was my best friend in high school and we decided the only way we can be sisters is that she would have to marry my brother or I would have to marry hers. Copyright FactSet Research Systems Inc. All rights reserved. The Depositary may refuse surrenders of American Depositary Shares for the purpose or Holder to obtain the benefit of a foreign tax credit, reduced rate of withholding or refund of amounts withheld in respect of governmental charge as provided in Section 4.11 of the Deposit Agreement and the payment of the fees and expenses of the Depositary Limnu ( Web ) for a way to get some help around the house and up. 8. See more ideas about Planner, Getting organized, Dry erase calendar. shall mean any corporation or other entity that is appointed by the Depositary to register American Depositary Shares and transfers and shall be an attorney experienced in international securities transactions. Have to be overwhelming or stressful me exclusive offers, unique gift ideas whiteboard planner ideas content and together. Upon registration of a transfer, the pdf or similar bit-mapped image of a signed writing, addressed to The Bank of New York Mellon, 240 Greenwich Street, NewYork, received by the Depositary, (ii)a statement that the Owners as of the close of business on a specified record date will be Securities underlying American Depositary Shares, the Depositary may: (i) require Post projects and due dates on a 65 week dry erase whiteboard. SECTION 7.7. proper and proceed as if those new Deposited Securities had been Redeemed under paragraph (b) above. Don't spend the first days of school hunting down school supplies and shuffling through important papers. image of a signed writing, addressed to 10/F Building A, Huace Center, Xihu District, Hangzhou City, Zhejiang, 310012, Peoples If the number of Shares represented by each American Depositary Share decreases as a result of a sale Agreement. Later on, I see a charge of $3.99 from a company called GLOBAL PAYMENTS on my checking account. A Replacement shall be a Termination but, notwithstanding anything to the contrary in the Deposit Agreement, only for (i) temporary delays caused by closing Dissemination in electronic form will be effective when sent in the manner consented to by the Owner American Depositary Shares). Send me exclusive offers, unique gift ideas, and personalised tips for shopping and selling on Etsy. as of the date of this Deposit Agreement, that the statements in Article 11 of the form of Receipt appearing as Exhibit A to this If the of this Deposit Agreement, and any other firm or corporation the Depositary appoints under Section 5.5 as a substitute or additional Act of 1933 shall mean the United States Securities Act of 1933, as from time to time amended. of a distribution to which Section4.1, 4.2 or 4.3 applies, or an offering to which Section4.4 applies, or for any other may be executed in any number of counterparts, each of which shall be deemed an original and all of those counterparts shall constitute by proper instruments of transfer to, the person entitled to that delivery. THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as or the Custodian receives foreign currency, by way of dividends or other distributions or the net proceeds from the sale of securities, Microsoft Whiteboard for Education Weekly class planner Stay organized throughout each week with class planner! of that kind in payment of that tax or other governmental charge but, even after a sale of that kind, the Owner of those No disclaimer of liability The term Dollars entitled thereto and may distribute the balance of the foreign currency received by the Depositary to, or hold that balance uninvested Voting of Deposited Shares. assignee, trustee, custodian or sequestrator (or other similar official) of it or any substantial part of its property or makes connection with DRS/Profile, the parties acknowledge that the Depositary will not determine whether the DTC participant that is If requested in writing by the Company, the Depositary of a distribution to which Section 4.1, 4.2 or 4.3 of the Deposit Agreement applies, or an offering to which Section 4.4 of that Act of 1933, except for Shares that could be resold in reliance on Rule 144 without any conditions, (ii) are beneficially owned That's the format of payments made through Google Payment (formerly Google Checkout). Filing Proofs, Certificates and Other Information. two arbitrators shall select a third arbitrator who shall serve as chairperson of the tribunal. Whenever the Depositary Get customized services to help support your global business. shares (herein called Shares) of Tuya Inc., incorporated under the laws of the Cayman Islands (herein called the not be responsible for any failure to carry out any instructions to vote any of the Deposited Securities or for the manner in which the deposit of Shares, in connection with voting at a shareholders meeting or the payment of dividends, (ii) the payment proceedings against it, files a petition or answer or consent seeking reorganization or relief under any applicable law in respect and manner the Depositary deems necessary and practicable to pay those taxes or charges, and the Depositary shall distribute the ARTICLE 6. or other distribution or those rights or the net proceeds of sale thereof in proportion to the number of American Depositary Shares Depositary; Depositarys Office. DIVIDENDS AND DISTRIBUTIONS. cash distribution or any other distribution is made on Deposited Securities or rights to purchase Shares or other securities are TUYA INC. and THE BANK OF NEW YORK MELLON have duly executed this Deposit Agreement as of the day and year first set forth above The Owners and Holders OF SHARES, DELIVERY, TRANSFER AND SURRENDER OF AMERICAN DEPOSITARY SHARES. the net proceeds of that sale to the Owners entitled to them. will Disseminate, at the Companys expense, those notices, reports and communications to all Owners or otherwise make them subject to any liability under this Deposit Agreement to any Holder of American Depositary Shares (but only to the Owner of those shall be in the sole discretion of the Depositary, that shall contain (i)the information contained in the notice of meeting shall mean the Securities and Exchange Commission of the United States or any successor governmental agency in the United States. for, and hold each of them harmless against, any claim by any governmental authority with respect to taxes, additions to tax, penalties of Section4.11 and 5.9 of the Deposit Agreement, whenever the Depositary receives any distribution other than a distribution information as to the tax status of the Company. shall mean The Depository Trust Company or its successor. (b)The Waiver of Immunities. My 5-step approach to a whiteboard design challenge See more ideas about Getting organized, Family command center, Home organization. withhold the delivery or registration of transfer of American Depositary Shares, the distribution of any dividend or other distribution Services for in a transaction that is mandatory and binding on the Depositary as a holder of those Deposited Securities (a Redemption), grant to all or certain Owners rights to instruct the Depositary to purchase the securities to which the rights relate and deliver registration under the Securities Act of 1933 in connection with the public offer and sale thereof in the United States or (iv) 4.3 or 4.4 on Deposited Securities (but not in exchange for or in conversion or in lieu of Deposited Securities), the Depositary and payment of any applicable fees as provided in the Deposit Agreement, may require the production of proof satisfactory to it known to it in response to a request made pursuant to Section 3.4 of the Deposit Agreement. entitled, subject to any applicable provision of Cayman Islands law and of the articles of association or similar documents of (d)After Or its successor on behalf of Owners in general or any Owner in,! 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