National Grid 2008 Annual Report Download - page 60

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 36652
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.A, Doc: 2, Page: 29
Description: EXHIBIT 2(A)
0/2428.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/428/2*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 36652
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.A, Doc: 2, Page: 29 Description: EXHIBIT 2(A)
0/2428.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/428/2*
stock exchange, or by reason of any provision, present or future, of the Memorandum and Articles of Association of the Issuer, or by reason o
f
any act of God or war or other circumstances beyond its control, the Depositary or the Issuer or any of their respective directors, employees,
agents or affiliates shall be prevented or forbidden from, or be subject to any civil or criminal penalty on account of, doing or performing any
act or thing which by the terms of this Deposit Agreement it is provided shall be done or performed; nor shall the Depositary or the Issuer or
any of their respective directors, employees, agents or affiliates incur any liability to any Owner or Beneficial Owner of any Receipt by reason
of any non- performance or delay, caused as aforesaid, in the performance of any act or thing which by the terms of this Deposit Agreement it
is provided shall or may be done or performed, or by reason of any exercise of, or failure to exercise, any discretion provided for in this Deposit
Agreement. Where, by the terms of a distribution pursuant to Sections 4.1, 4.2, or 4.3 of the Deposit Agreement, or an offering or distribution
pursuant to Section 4.4 of the Deposit Agreement, or for any other reason, such distribution or offering may not be made available to Owners,
and the Depositary may not dispose of such distribution or offering on behalf of such Owners and make the net proceeds available to such
Owners, then the Depositary shall not make such distribution or offering, and shall allow any rights, if applicable, to lapse.
SECTION 5.3. Obligations of the Depositary, the Custodian and the Issuer.
Neither the Issuer nor any of its directors, employees, agents or affiliates assume any obligation nor shall any of them be subject to any
liability under this Deposit Agreement to Owners or Beneficial Owners of Receipts, except that the Issuer agrees to perform its obligations
specifically set forth in this Deposit Agreement without negligence or bad faith.
The Depositary assumes no obligation nor shall it be subject to any liability under this Deposit Agreement to any Owner or Beneficial
Owners of any Receipt (including, without limitation, liability with respect to the validity or worth of the Deposited Securities), except that it
agrees to perform its obligations specifically set forth in this Deposit Agreement without negligence or bad faith.
Neither the Depositary nor the Issuer nor any of their respective directors, employees, agents or affiliates shall be under any obligation to
appear in, prosecute or defend any action, suit or other proceeding in respect of any Deposited Securities or in