THAN THE UNDIVIDED BENEFICIAL INTEREST IN THE ASSETS OF THE TRUST CONFERRED BY
THEIR SECURITIES AND THEY SHALL HAVE NO RIGHT TO CALL FOR ANY PARTITION OR
DIVISION OF PROPERTY, PROFITS OR RIGHTS OF THE TRUST EXCEPT AS DESCRIBED BELOW.
THE SECURITIES SHALL BE PERSONAL PROPERTY GIVING ONLY THE RIGHTS SPECIFICALLY
SET FORTH THEREIN AND IN THIS DECLARATION.
THE SECURITIES SHALL HAVE NO, AND
THE ISSUANCE OF THE SECURITIES SHALL NOT BE SUBJECT TO, PREEMPTIVE OR OTHER
SIMILAR RIGHTS AND WHEN ISSUED AND DELIVERED TO HOLDERS AGAINST PAYMENT OF THE
PURCHASE PRICE THEREFOR, THE SECURITIES WILL BE FULLY PAID AND NONASSESSABLE BY
THE TRUST.
(B)
FOR SO LONG AS ANY CAPITAL SECURITIES REMAIN OUTSTANDING, IF,
UPON AN INDENTURE EVENT OF DEFAULT PURSUANT TO SECTIONS 5.01(B), (E), (F), (G),
(H) OR (I) OF THE INDENTURE, THE DEBENTURE TRUSTEE FAILS OR THE HOLDERS OF NOT
LESS THAN 25% IN PRINCIPAL AMOUNT OF THE OUTSTANDING DEBENTURES FAIL TO DECLARE
THE PRINCIPAL OF ALL OF THE DEBENTURES TO BE IMMEDIATELY DUE AND PAYABLE, THE
HOLDERS OF NOT LESS THAN A MAJORITY IN LIQUIDATION AMOUNT OF THE CAPITAL
SECURITIES THEN OUTSTANDING SHALL HAVE THE RIGHT TO MAKE SUCH DECLARATION BY A
NOTICE IN WRITING TO THE INSTITUTIONAL TRUSTEE, THE SPONSOR AND THE DEBENTURE
TRUSTEE.
(C)
AT ANY TIME AFTER THE ACCELERATION OF MATURITY OF THE DEBENTURES
HAS BEEN MADE AND BEFORE A JUDGMENT OR DECREE FOR PAYMENT OF THE MONEY DUE HAS
BEEN OBTAINED BY THE DEBENTURE TRUSTEE AS PROVIDED IN THE INDENTURE, IF THE
INSTITUTIONAL TRUSTEE, SUBJECT TO THE PROVISIONS HEREOF, FAILS TO ANNUL ANY SUCH
ACCELERATION AND WAIVE SUCH DEFAULT, THE HOLDERS OF A MAJORITY IN LIQUIDATION
AMOUNT OF THE CAPITAL SECURITIES, BY WRITTEN NOTICE TO THE INSTITUTIONAL
TRUSTEE, THE SPONSOR AND THE DEBENTURE TRUSTEE, MAY RESCIND AND ANNUL SUCH
ACCELERATION AND ITS CONSEQUENCES IF:
(I)
THE SPONSOR HAS PAID OR DEPOSITED WITH THE DEBENTURE TRUSTEE A
SUM SUFFICIENT TO PAY
(A)
ALL OVERDUE INSTALLMENTS OF INTEREST ON ALL OF THE DEBENTURES;
(B)
ANY ACCRUED DEFERRED INTEREST ON ALL OF THE DEBENTURES;
(C)
ALL PAYMENTS ON ANY DEBENTURES THAT HAVE BECOME DUE OTHERWISE THAN
BY SUCH ACCELERATION AND INTEREST AND DEFERRED INTEREST THEREON AT THE RATE
BORNE BY THE DEBENTURES; AND
(D)
ALL SUMS PAID OR ADVANCED BY THE DEBENTURE TRUSTEE UNDER THE
INDENTURE AND THE REASONABLE COMPENSATION, DOCUMENTED EXPENSES, DISBURSEMENTS
AND ADVANCES OF THE DEBENTURE TRUSTEE AND THE INSTITUTIONAL TRUSTEE, THEIR
AGENTS AND COUNSEL; AND
(II)
ALL EVENTS OF DEFAULT WITH RESPECT TO THE DEBENTURES, OTHER THAN
THE NON-PAYMENT OF THE PRINCIPAL OF OR PREMIUM, IF ANY, ON THE DEBENTURES THAT
HAS BECOME DUE SOLELY BY SUCH ACCELERATION, HAVE BEEN CURED OR WAIVED AS
PROVIDED IN SECTION 5.07 OF THE INDENTURE.
37
(D)
THE HOLDERS OF A MAJORITY IN LIQUIDATION AMOUNT OF THE CAPITAL
SECURITIES MAY, ON BEHALF OF THE HOLDERS OF ALL THE CAPITAL SECURITIES, WAIVE
ANY PAST DEFAULT OR EVENT OF DEFAULT, EXCEPT A DEFAULT OR EVENT OF DEFAULT
ARISING FROM THE NON-PAYMENT OF PRINCIPAL OF OR PREMIUM, IF