SUCH AMENDMENT
SHALL CONSTITUTE SUCH RELEVANT TRUSTEES CO-TRUSTEES AND UPON THE EXECUTION AND
DELIVERY OF SUCH AMENDMENT THE RESIGNATION OR REMOVAL OF THE RETIRING RELEVANT
TRUSTEE SHALL BECOME EFFECTIVE TO THE EXTENT PROVIDED THEREIN AND EACH SUCH
SUCCESSOR RELEVANT TRUSTEE, WITHOUT ANY FURTHER ACT, DEED OR CONVEYANCE, SHALL
BECOME VESTED WITH ALL THE RIGHTS, POWERS, TRUSTS AND DUTIES OF THE RETIRING
RELEVANT TRUSTEE; BUT, ON REQUEST OF THE TRUST OR ANY SUCCESSOR RELEVANT
TRUSTEE, SUCH RETIRING RELEVANT TRUSTEE SHALL DULY ASSIGN, TRANSFER AND DELIVER
TO SUCH SUCCESSOR RELEVANT TRUSTEE ALL TRUST PROPERTY, ALL PROCEEDS THEREOF AND
MONEY HELD BY SUCH RETIRING RELEVANT TRUSTEE HEREUNDER WITH RESPECT TO THE
SECURITIES AND THE TRUST SUBJECT TO THE PAYMENT OF ALL UNPAID FEES, EXPENSES AND
INDEMNITIES OF SUCH RETIRING RELEVANT TRUSTEE.
(G)
NO INSTITUTIONAL TRUSTEE OR DELAWARE TRUSTEE
SHALL BE LIABLE FOR THE ACTS OR OMISSIONS TO ACT OF ANY SUCCESSOR INSTITUTIONAL
TRUSTEE OR SUCCESSOR DELAWARE TRUSTEE, AS THE CASE MAY BE.
(H)
THE HOLDERS OF THE CAPITAL SECURITIES WILL
HAVE NO RIGHT TO VOTE TO APPOINT, REMOVE OR REPLACE THE ADMINISTRATORS, WHICH
VOTING RIGHTS ARE VESTED EXCLUSIVELY IN THE HOLDERS OF THE COMMON SECURITIES.
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(I)
ANY SUCCESSOR DELAWARE TRUSTEE SHALL
FILE AN AMENDMENT TO THE CERTIFICATE OF TRUST WITH THE SECRETARY OF STATE OF THE
STATE OF DELAWARE IDENTIFYING THE NAME AND PRINCIPAL PLACE OF BUSINESS OF SUCH
DELAWARE TRUSTEE IN THE STATE OF DELAWARE.
SECTION 4.6.
VACANCIES AMONG TRUSTEES.
IF A TRUSTEE CEASES TO HOLD OFFICE FOR
ANY REASON AND THE NUMBER OF TRUSTEES IS NOT REDUCED PURSUANT TO SECTION 4.1, OR
IF THE NUMBER OF TRUSTEES IS INCREASED PURSUANT TO SECTION 4.1, A VACANCY SHALL
OCCUR.
A RESOLUTION CERTIFYING THE EXISTENCE OF SUCH VACANCY BY THE TRUSTEES
OR, IF THERE ARE MORE THAN TWO, A MAJORITY OF THE TRUSTEES SHALL BE CONCLUSIVE
EVIDENCE OF THE EXISTENCE OF SUCH VACANCY.
THE VACANCY SHALL BE FILLED WITH A
TRUSTEE APPOINTED IN ACCORDANCE WITH SECTION 4.5.
SECTION 4.7.
EFFECT OF VACANCIES.
THE DEATH, RESIGNATION, RETIREMENT, REMOVAL,
BANKRUPTCY, DISSOLUTION, LIQUIDATION, INCOMPETENCE OR INCAPACITY TO PERFORM THE
DUTIES OF A TRUSTEE SHALL NOT OPERATE TO DISSOLVE, TERMINATE OR ANNUL THE TRUST
OR TERMINATE THIS DECLARATION.
WHENEVER A VACANCY IN THE NUMBER OF TRUSTEES
SHALL OCCUR, UNTIL SUCH VACANCY IS FILLED BY THE APPOINTMENT OF A TRUSTEE IN
ACCORDANCE WITH SECTION 4.5, THE INSTITUTIONAL TRUSTEE SHALL HAVE ALL THE POWERS
GRANTED TO THE TRUSTEES AND SHALL DISCHARGE ALL THE DUTIES IMPOSED UPON THE
TRUSTEES BY THIS DECLARATION.
SECTION 4.8.
MEETINGS OF THE TRUSTEES AND THE ADMINISTRATORS.
MEETINGS OF THE
TRUSTEES OR THE ADMINISTRATORS SHALL BE HELD FROM TIME TO TIME UPON THE CALL OF
ANY TRUSTEE OR ADMINISTRATOR, AS APPLICABLE.
REGULAR MEETINGS OF THE TRUSTEES
AND THE ADMINISTRATORS, RESPECTIVELY, MAY BE IN PERSON IN THE UNITED STATES OR
BY TELEPHONE, AT A PLACE (IF APPLICABLE) AND TIME FIXED BY RESOLUTION OF THE
TRUSTEES OR THE ADMINISTRATORS, AS APPLICABLE.
NOTICE OF ANY IN-PERSON MEETINGS
OF THE TRUSTEES OR THE ADMINISTRATORS SHALL BE HAND DELIVERED OR