UNITED STATES FEDERAL
INCOME TAX PURPOSES (IN THE CASE OF THE INSTITUTIONAL TRUSTEE, TO THE ACTUAL
KNOWLEDGE OF A RESPONSIBLE OFFICER) AND (III) THE TRUST WILL NOT TAKE ANY ACTION
INCONSISTENT WITH THE TREATMENT OF THE DEBENTURES AS INDEBTEDNESS OF THE
DEBENTURE ISSUER FOR UNITED STATES FEDERAL INCOME TAX PURPOSES (IN THE CASE OF
THE INSTITUTIONAL TRUSTEE, TO THE ACTUAL KNOWLEDGE OF A RESPONSIBLE OFFICER).
IN THIS CONNECTION, THE INSTITUTIONAL TRUSTEE, THE ADMINISTRATORS AND THE
HOLDERS OF A MAJORITY IN LIQUIDATION AMOUNT OF THE COMMON SECURITIES ARE
AUTHORIZED TO TAKE ANY ACTION, NOT INCONSISTENT WITH APPLICABLE LAWS OR THIS
DECLARATION, AS AMENDED FROM TIME TO TIME, THAT EACH OF THE INSTITUTIONAL
TRUSTEE, THE ADMINISTRATORS AND SUCH HOLDERS DETERMINE IN THEIR DISCRETION TO BE
NECESSARY OR DESIRABLE FOR SUCH PURPOSES, EVEN IF SUCH ACTION ADVERSELY AFFECTS
THE INTERESTS OF THE HOLDERS OF THE CAPITAL SECURITIES.
(E)
ALL EXPENSES INCURRED BY THE ADMINISTRATORS
OR THE TRUSTEES PURSUANT TO THIS SECTION 2.6 SHALL BE REIMBURSED BY THE SPONSOR,
AND THE TRUSTEES SHALL HAVE NO OBLIGATIONS WITH RESPECT TO SUCH EXPENSES.
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(F)
THE ASSETS OF THE TRUST SHALL CONSIST OF
THE TRUST PROPERTY.
(G)
LEGAL TITLE TO ALL TRUST PROPERTY SHALL BE
VESTED AT ALL TIMES IN THE INSTITUTIONAL TRUSTEE (IN ITS CAPACITY AS SUCH) AND
SHALL BE HELD AND ADMINISTERED BY THE INSTITUTIONAL TRUSTEE FOR THE BENEFIT OF
THE TRUST IN ACCORDANCE WITH THIS DECLARATION.
(H)
IF THE INSTITUTIONAL TRUSTEE OR ANY HOLDER
HAS INSTITUTED ANY PROCEEDING TO ENFORCE ANY RIGHT OR REMEDY UNDER THIS
DECLARATION AND SUCH PROCEEDING HAS BEEN DISCONTINUED OR ABANDONED FOR ANY
REASON, OR HAS BEEN DETERMINED ADVERSELY TO THE INSTITUTIONAL TRUSTEE OR TO SUCH
HOLDER, THEN AND IN EVERY SUCH CASE THE SPONSOR, THE INSTITUTIONAL TRUSTEE AND
THE HOLDERS SHALL, SUBJECT TO ANY DETERMINATION IN SUCH PROCEEDING, BE RESTORED
SEVERALLY AND RESPECTIVELY TO THEIR FORMER POSITIONS HEREUNDER, AND THEREAFTER
ALL RIGHTS AND REMEDIES OF THE INSTITUTIONAL TRUSTEE AND THE HOLDERS SHALL
CONTINUE AS THOUGH NO SUCH PROCEEDING HAD BEEN INSTITUTED.
SECTION 2.7.
PROHIBITION OF ACTIONS BY THE TRUST AND THE TRUSTEES.
The Trust shall not, and the Institutional Trustee and the Administrators shall
not, and the Administrators shall cause the Trust not to, engage in any activity
other than as required or authorized by this Declaration. In particular, the
Trust shall not, and the Institutional Trustee and the Administrators shall not
cause the Trust to:
(A)
INVEST ANY PROCEEDS RECEIVED BY THE TRUST
FROM HOLDING THE DEBENTURES, BUT SHALL DISTRIBUTE ALL SUCH PROCEEDS TO HOLDERS
OF THE SECURITIES PURSUANT TO THE TERMS OF THIS DECLARATION AND OF THE
SECURITIES;
(B)
ACQUIRE ANY ASSETS OTHER THAN AS EXPRESSLY
PROVIDED HEREIN;
(C)
POSSESS TRUST PROPERTY FOR OTHER THAN A
TRUST PURPOSE;
(D)
MAKE ANY LOANS OR INCUR ANY INDEBTEDNESS
OTHER THAN LOANS REPRESENTED BY THE DEBENTURES;
(E)
POSSESS ANY POWER OR OTHERWISE ACT IN SUCH
A WAY AS TO VARY THE TRUST PROPERTY OR THE TERMS OF THE SECURITIES;
(F)
ISSUE ANY SECURITIES OR OTHER EVIDENCES
OF BENEFICIAL