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Title: |
Deposit Agreement |
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Date: |
2001 |
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Preview shows 6KB of 56KB total |
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$39 |
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ID: |
#1233037 |
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AMENDMENT NO. 1 TO
DEPOSIT AGREEMENT
LOGITECH INTERNATIONAL S.A.
AND
THE BANK OF NEW YORK, as Depositary
AND
OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY
RECEIPTS
Dated as of July 5, 2000
________________________________________________________________________________
<PAGE>
AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
AMENDMENT NO. 1 TO DEPOSIT AGREEMENT, dated as of July 5, 2000 (herein
called the Amendment), among LOGITECH INTERNATIONAL S.A., incorporated under the
laws of Switzerland (herein called the Company), THE BANK OF NEW YORK, as
Depositary (herein called the Depositary), and all Owners and Beneficial Owners
from time to time of American Depositary Receipts issued hereunder.
W I T N E S S E T H
--------------------
WHEREAS, the Company and the Depositary entered into the Deposit Agreement,
dated as of March 27, 1997 (herein called the Deposit Agreement), for the
purposes set forth therein;
WHEREAS, as a consequence of the stock split of the share capital of the
Company and pursuant to Section 6.01 of the Deposit Agreement, the Company and
the Depositary deem it advisable to amend the Deposit Agreement, such amendment
to take effect as of the date hereof.
NOW, THEREFORE, the Company and the Depositary hereby agree to amend the
Deposit Agreement, as follows:
ARTICLE I
DEFINITIONS
-----------
Section 1.01. Definitions. Unless otherwise defined in the Amendment,
-----------
terms which are defined in the Deposit Agreement are used herein as therein
defined.
ARTICLE II
AMENDMENTS TO DEPOSIT AGREEMENT
-------------------------------
Section 2.01. Amendment to Section 1.17. Section 1.17 of the Deposit
-------------------------
Agreement is amended to delete the words "Chf 20.00" in the second line thereof
and replace such words with the words "Chf 10.00".
ARTICLE III
FORM OF RECEIPT
---------------
Section 3.01 Form of Receipt. The Form of Receipt is amended and restated
---------------
in its entirety in the form set forth as Exhibit A hereto.
<PAGE>
IN WITNESS WHEREOF, LOGITECH INTERNATIONAL S.A. and THE BANK OF NEW YORK
have duly executed this Amendment as of the date first above written.
LOGITECH INTERNATIONAL S.A.
By: /s/
----------------------
Name:
Title:
By: /s/
----------------------
Name:
Title:
THE BANK OF NEW YORK
By: /s/
----------------------
Name:
Title:
<PAGE>
EXHIBIT A
AMERICAN DEPOSITARY SHARES
Each American Depositary Share represents one-tenth of one deposited Share)
THE BANK OF NEW YORK
AMERICAN DEPOSITARY RECEIPT
FOR REGISTERED SHARES OF
THE PAR VALUE OF CHF 10.00 EACH OF
LOGITECH INTERNATIONAL S.A.
(INCORPORATED UNDER THE LAWS OF SWITZERLAND)
The Bank of New York, as depositary (hereinafter called the "Depositary"),
hereby certifies that___________ ____________________________________________,
or registered assigns IS THE OWNER OF _____________________________
AMERICAN DEPOSITARY SHARES
representing deposited Registered Shares (herein called "Shares") of
Logitech International S.A., incorporated under the laws of Switzerland (herein
called the "Company"). At the date hereof, each American Depositary Share
represents one-tenth of one Share deposited or subject to deposit under the
Deposit Agreement (as such term is hereinafter defined) at the Zurich,
Switzerland office of Swiss Bank Corporation (herein called the "Custodian").
The Depositary's Corporate Trust Office is located at a different address than
its principal executive office. Its Corporate Trust Office is located at 101
Barclay Street, New York, N.Y. 10286, and its principal executive office is
located at One Wall Street, New York, N.Y. 10286.
THE DEPOSITARY'S CORPORATE TRUST OFFICE ADDRESS IS
101 BARCLAY STREET, NEW YORK, N.Y. 10286
1. THE DEPOSIT AGREEMENT.
This American Depositary Receipt is one of an issue (herein called
"Receipts"), all issued and to be issued upon the terms and conditions set forth
in the deposit agreement, dated as of March 27,
<PAGE>
1997, and as amended by Amendment No. 1 thereto dated as of [June 29, 2000] and
as it may further be amended from time to time (herein called the "Deposit
Agreement"), by and among the Company, the Depositary, and all Owners and
Beneficial Owners from time to time of Receipts issued thereunder, each of whom
by accepting a Receipt agrees to become a party thereto and becomes bound by all
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