In the absence of any such express dissent filed by any such Depositor, assent to and ratification of any such plan shall be conclusively and finally assumed and is hereby expressly conferred and irrevocably given, whether or not such Depositor shall have had actual notice of the adoption, approval or filing of such plan, or of the contents thereof. The Committee shall have power to determine whether a sufficient assent has been made hereunder to justify it in declaring any plan adopted under this Agreement to be operative, and such declaration shall thereupon be filed with the Depositary and notice thereof shall be given in such manner as the Committee may deem proper.

The Committee undertakes in good faith to endeavor to carry out any plan which may be declared operative under this Agreement if they deem it advisable, but it is expressly agreed that the Committee assumes no responsibility or obligation whatsoever in respect thereto.

13. The deposited shares of stock shall be charged with the payment of the compensation, expenses and disbursements of the Committee and of the Depositary. The Committee is authorized to borrow such sums of money as may in its judgment be necessary for the payment of its compensation and expenses, and the compensation of its counsel, attorneys, agents and other employees, and the compensation and expenses of the depositary, and also such other sums as the Committee shall deem necessary for any purpose for the protection of the Depositors; and the Committee may pledge for the payment of the money so borrowed, the deposited stock, or a part thereof. Any pledge of or change upon the stock deposited hereunder shall be made subject to the rights in respect of Depositors to receive stock of the class and of the amount set forth in the Certificates of Deposit respectively held by them, when entitled thereto under any of the provisions of this Agreement, subject to the compliance with the conditions in respect thereof in this Agreement set forth, upon making payment of their proportionate share of the expenses and disbursements to the Committee as provided in Section Eighth hereof. Nothing in this Agreement shall obligate any Depositor to contribute or pay any sum of money except as a condition of obtaining the shares of stock represented by his Certificate of Deposit, upon the termination of this Agreement, or his withdrawal therefrom in accordance with the provisions hereof, or as a condition of participating in any plan which provides for any such payment, and otherwise recourse shall be had only against the deposited stock and other property in the possession of the Committee.

14. The Committee shall have power whenever it may deem proper to terminate this Agreement, either in whole or from time to time in respect to the stock deposited hereunder, and thereupon, upon surrender of the Certificates of Deposit to the Depositary, properly endorsed in blank, and upon payment to the Committee by the holders respectively of their fair proportion, as determined by the Committee, of the expenses and disbursements of the Committee, and upon payment of all stamp taxes required by law, stock deposited hereunder shall be returned to or distributed among the holders for the time being of the Certificates of Deposit, according to their respective interests in such stock. Any holder of a Certificate of Deposit, by the surrender of the Certificate and the receipt of any shares of stock distributed by the Committee upon the termination in whole or in part of this Agreement, or allotted to such holder upon his withdrawal as hereinabove provided, releases and discharges the Committee and the Depositary, and their agents, from all liability and accountability of any character or description whatsoever. Upon the termination in whole of this Agreement as aforesaid, the Committee shall file with the Depositary its account of its expenses and disbursements, and the same shall be conclusive upon all Depositors hereunder.

15. This agreement and all provisions thereof shall bind and benefit the said parties hereto, each of their survivors, executors, administrators, successors, and assigns, but shall not constitute and shall not create any trust or obligation of any character in favor of any person not a party hereto; and nothing herein contained shall be construed to constitute a partnership between any of the parties hereto.

In witness whereof the Committee has subscribed this Agreement and the Depositors have become parties hereto by the deposit of their Certificates for shares of stock of the Company and the receipt and acceptance of Certificates of Deposit issued hereunder, as of the day and year first above written.