AMOUNT OF TRUST SECURITIES TO BE REDEEMED SHALL BE
ALLOCATED PRO RATA TO THE COMMON SECURITIES AND THE PREFERRED SECURITIES BASED
UPON THE RELATIVE AGGREGATE LIQUIDATION AMOUNTS OF THE COMMON SECURITIES AND THE
PREFERRED SECURITIES.
THE PREFERRED SECURITIES TO BE REDEEMED SHALL BE REDEEMED
ON A PRO RATA BASIS BASED UPON THEIR RESPECTIVE LIQUIDATION AMOUNTS NOT MORE
THAN SIXTY (60) DAYS PRIOR TO THE REDEMPTION DATE BY THE PROPERTY TRUSTEE FROM
THE OUTSTANDING PREFERRED SECURITIES NOT PREVIOUSLY CALLED FOR REDEMPTION;
PROVIDED, HOWEVER, THAT WITH RESPECT TO HOLDERS THAT WOULD BE REQUIRED TO HOLD
LESS THAN ONE HUNDRED (100) BUT MORE THAN ZERO (0) TRUST SECURITIES AS A RESULT
OF SUCH REDEMPTION, THE TRUST SHALL REDEEM TRUST SECURITIES OF EACH SUCH HOLDER
SO THAT AFTER SUCH REDEMPTION SUCH HOLDER SHALL HOLD EITHER ONE HUNDRED (100)
TRUST SECURITIES OR SUCH HOLDER NO LONGER HOLDS ANY TRUST SECURITIES, AND SHALL
USE SUCH METHOD (INCLUDING, WITHOUT LIMITATION, BY LOT) AS THE TRUST SHALL DEEM
FAIR AND APPROPRIATE; AND PROVIDED, FURTHER, THAT SO LONG AS THE PREFERRED
SECURITIES ARE BOOK-ENTRY PREFERRED SECURITIES, SUCH SELECTION SHALL BE MADE IN
ACCORDANCE WITH THE APPLICABLE DEPOSITARY PROCEDURES FOR THE PREFERRED
SECURITIES BY SUCH DEPOSITARY. THE PROPERTY TRUSTEE SHALL PROMPTLY NOTIFY THE
SECURITIES REGISTRAR IN WRITING OF THE PREFERRED SECURITIES (OR PORTION THEREOF)
SELECTED FOR REDEMPTION AND, IN THE CASE OF ANY PREFERRED SECURITIES SELECTED
FOR PARTIAL REDEMPTION, THE LIQUIDATION AMOUNT THEREOF TO BE REDEEMED. FOR ALL
PURPOSES OF THIS TRUST AGREEMENT, UNLESS THE CONTEXT OTHERWISE REQUIRES, ALL
PROVISIONS RELATING TO THE REDEMPTION OF PREFERRED SECURITIES SHALL RELATE, IN
THE CASE OF ANY PREFERRED SECURITIES REDEEMED OR TO BE REDEEMED ONLY IN PART, TO
THE PORTION OF THE AGGREGATE LIQUIDATION AMOUNT OF PREFERRED SECURITIES THAT HAS
BEEN OR IS TO BE REDEEMED.
(F)
THE TRUST IN ISSUING THE TRUST SECURITIES
MAY USE "CUSIP" NUMBERS (IF THEN GENERALLY IN USE), AND, IF SO, THE PROPERTY
TRUSTEE SHALL INDICATE THE "CUSIP" NUMBERS OF THE TRUST SECURITIES IN NOTICES OF
REDEMPTION AND RELATED MATERIALS AS A CONVENIENCE TO HOLDERS; PROVIDED, THAT ANY
SUCH NOTICE MAY STATE THAT NO REPRESENTATION IS MADE AS TO THE CORRECTNESS OF
SUCH NUMBERS EITHER AS PRINTED ON THE TRUST SECURITIES OR AS CONTAINED IN ANY
NOTICE OF REDEMPTION AND RELATED MATERIALS.
SECTION 4.3.
SUBORDINATION OF COMMON SECURITIES.
(A)
PAYMENT OF DISTRIBUTIONS (INCLUDING ANY
ADDITIONAL INTEREST AMOUNTS) ON, THE REDEMPTION PRICE OF AND THE LIQUIDATION
DISTRIBUTION IN RESPECT OF, THE TRUST SECURITIES, AS APPLICABLE, SHALL BE MADE,
PRO RATA AMONG THE COMMON SECURITIES AND THE PREFERRED SECURITIES BASED ON THE
LIQUIDATION AMOUNT OF THE RESPECTIVE TRUST SECURITIES; PROVIDED, THAT IF ON ANY
DISTRIBUTION DATE, REDEMPTION DATE OR LIQUIDATION DATE AN EVENT OF DEFAULT SHALL
HAVE OCCURRED AND BE CONTINUING, NO PAYMENT OF ANY DISTRIBUTION (INCLUDING ANY
ADDITIONAL INTEREST AMOUNTS) ON, REDEMPTION PRICE OF OR LIQUIDATION DISTRIBUTION
IN RESPECT OF, ANY COMMON SECURITY, AND NO OTHER PAYMENT ON ACCOUNT OF THE
REDEMPTION, LIQUIDATION OR OTHER ACQUISITION OF COMMON SECURITIES, SHALL BE MADE
UNLESS PAYMENT IN FULL IN CASH OF