THEN, IN THE ABSENCE OF NOTICE THAT SUCH CERTIFICATE SHALL HAVE BEEN ACQUIRED BY
A BONA FIDE PURCHASER, AN ADMINISTRATOR ON BEHALF OF THE TRUST SHALL EXECUTE
(AND IN THE CASE OF A CAPITAL SECURITY CERTIFICATE, THE INSTITUTIONAL TRUSTEE
SHALL AUTHENTICATE) AND DELIVER TO SUCH HOLDER, IN EXCHANGE FOR OR IN LIEU OF
ANY SUCH MUTILATED, DESTROYED, LOST OR STOLEN CERTIFICATE, A NEW CERTIFICATE OF
LIKE DENOMINATION.
IN CONNECTION WITH THE ISSUANCE OF ANY NEW CERTIFICATE UNDER
THIS SECTION, THE REGISTRAR OR THE ADMINISTRATORS MAY REQUIRE SUCH HOLDER TO PAY
A SUM SUFFICIENT TO COVER ANY TAX OR OTHER GOVERNMENTAL CHARGE THAT MAY BE
IMPOSED IN CONNECTION THEREWITH.
ANY CERTIFICATE EXECUTED AND DELIVERED
PURSUANT TO THIS SECTION SHALL CONSTITUTE CONCLUSIVE EVIDENCE OF AN OWNERSHIP
INTEREST IN THE RELEVANT SECURITIES, AS IF ORIGINALLY ISSUED, WHETHER OR NOT THE
LOST, STOLEN OR DESTROYED CERTIFICATE SHALL BE FOUND AT ANY TIME.
SECTION 6.5.
TEMPORARY CERTIFICATES.
UNTIL DEFINITIVE CERTIFICATES ARE READY
FOR DELIVERY, THE ADMINISTRATORS MAY PREPARE AND EXECUTE ON BEHALF OF THE TRUST
AND, IN THE CASE OF CAPITAL SECURITY CERTIFICATES, THE INSTITUTIONAL TRUSTEE
SHALL AUTHENTICATE, TEMPORARY CERTIFICATES.
TEMPORARY CERTIFICATES SHALL BE
SUBSTANTIALLY IN THE FORM OF DEFINITIVE CERTIFICATES BUT MAY HAVE VARIATIONS
THAT THE ADMINISTRATORS CONSIDER APPROPRIATE FOR TEMPORARY CERTIFICATES.
WITHOUT UNREASONABLE DELAY, THE ADMINISTRATORS SHALL PREPARE AND EXECUTE ON
BEHALF OF THE TRUST AND, IN THE CASE OF THE CAPITAL SECURITY CERTIFICATES, THE
INSTITUTIONAL TRUSTEE SHALL AUTHENTICATE DEFINITIVE CERTIFICATES IN EXCHANGE FOR
TEMPORARY CERTIFICATES.
SECTION 6.6.
CANCELLATION.
THE ADMINISTRATORS AT ANY TIME MAY DELIVER
CERTIFICATES EVIDENCING SECURITIES TO THE INSTITUTIONAL TRUSTEE FOR
CANCELLATION.
THE REGISTRAR SHALL FORWARD TO THE INSTITUTIONAL TRUSTEE ANY
CERTIFICATES EVIDENCING SECURITIES SURRENDERED TO IT FOR REGISTRATION OF
TRANSFER, REDEMPTION OR PAYMENT.
THE INSTITUTIONAL TRUSTEE SHALL PROMPTLY
CANCEL ALL CERTIFICATES SURRENDERED FOR REGISTRATION OF TRANSFER, PAYMENT,
REPLACEMENT OR CANCELLATION AND SHALL DISPOSE OF SUCH CANCELED CERTIFICATES AS
THE ADMINISTRATORS DIRECT.
THE ADMINISTRATORS MAY NOT ISSUE NEW CERTIFICATES TO
REPLACE CERTIFICATES EVIDENCING SECURITIES THAT HAVE BEEN PAID OR, EXCEPT FOR
CERTIFICATES SURRENDERED FOR PURPOSES OF THE TRANSFER OR EXCHANGE OF THE
SECURITIES EVIDENCED THEREBY, THAT HAVE BEEN DELIVERED TO THE INSTITUTIONAL
TRUSTEE FOR CANCELLATION.
SECTION 6.7.
RIGHTS OF HOLDERS; WAIVERS OF PAST DEFAULTS.
(A)
THE LEGAL TITLE TO THE TRUST PROPERTY IS
VESTED EXCLUSIVELY IN THE INSTITUTIONAL TRUSTEE (IN ITS CAPACITY AS SUCH) IN
ACCORDANCE WITH SECTION 2.5, AND THE HOLDERS SHALL NOT HAVE ANY RIGHT OR TITLE
THEREIN OTHER 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