Common use of Priority of Dividends Clause in Contracts

Priority of Dividends. So long as any share of Series A Preferred Stock remains outstanding, no dividend shall be declared or paid on the Common Stock, any other share of Junior Stock or any Parity Stock, and no Common Stock, other Junior Stock or Parity Stock shall be purchased, redeemed or otherwise acquired for consideration by the Corporation or any of its subsidiaries, directly or indirectly, unless on the date of such declaration, payment, purchase, redemption or other acquisition for consideration (i) all Past Due Dividends, and accrued and unpaid Additional Dividends thereon to the date of payment of such Past Due Dividends, for all prior Dividend Periods, on all outstanding shares of Series A Preferred Stock, shall have been declared and paid in full and (ii) an amount equal to the full Regular Quarterly Dividend for all outstanding shares of Series A Preferred Stock for the then-current Dividend Period shall have been declared and paid in full (or declared and such amount shall have been deposited by the Corporation in trust for the pro rata benefit of the holders of shares of Series A Preferred Stock on the applicable record date therefor with an Eligible Institution). The foregoing sentence shall not prohibit purchases, redemptions or other acquisitions of Common Stock in connection with cashless exercises of options and similar actions under any equity incentive plan (including any stock option plan) of the Corporation adopted by the Board of Directors, in each case, in the ordinary course of business.

Priority of Dividends. So long as any share of Series A Preferred Stock remains outstanding, no dividend shall be declared or paid on the Common Stock, Stock or any other share shares of Junior Stock or any Parity (other than a dividend payable solely in Junior Stock), and no Common Stock, other Junior Stock or Parity Junior Stock shall be purchased, redeemed or otherwise acquired for consideration by the Corporation or any of its subsidiariesCorporation, directly or indirectlyindirectly (other than as a result of a reclassification of Junior Stock for or into other Junior Stock, or the exchange or conversion of one share of Junior Stock for or into another share of Junior Stock during a Dividend Period, unless on the date of such declaration, payment, purchase, redemption or other acquisition for consideration (i) all Past Due Dividends, and accrued and unpaid Additional Dividends thereon to the date of payment of such Past Due Dividends, dividends for all prior past Dividend Periods, including the latest completed Dividend Period (including, if applicable as provided in Section 2(a) above, dividends on such amount), on all outstanding shares of Series A Preferred Stock, shall have been declared and paid in full and (ii) an amount equal to the full Regular Quarterly Dividend for all outstanding shares of Series A Preferred Stock for the then-current Dividend Period shall have been declared and paid in full (or declared and such amount shall have been deposited by the Corporation in trust a sum sufficient for the pro rata payment thereof has been set aside for the benefit of the holders of shares of Series A Preferred Stock on the applicable record date therefor with an Eligible Institutiondate). The foregoing sentence shall When dividends are not prohibit purchases, redemptions paid (or other acquisitions of Common Stock in connection with cashless exercises of options declared and similar actions under any equity incentive plan (including any stock option plan) a sum sufficient for payment thereof set aside for the benefit of the Corporation adopted by holders thereof on the Board applicable record date) on any Dividend Payment Date in full upon the Series A Preferred Stock, all dividends declared on the Series A Preferred Stock shall be declared pro rata so that the respective amounts of Directorssuch dividends declared shall bear the same ratio to each other as all accrued and unpaid dividends per share on the Series A Preferred Stock (including, if applicable as provided in Section 2(a) above, dividends on such amount) bear to each case, in the ordinary course of businessother.

Priority of Dividends. So long as any share of Series A Designated Preferred Stock remains outstanding, no dividend or distribution shall be declared or paid on the Common Stock, Stock or any other share shares of Junior Stock (other than dividends payable solely in shares of Common Stock) or any Parity Stock, subject to the immediately following paragraph in the case of Parity Stock, and no Common Stock, other Junior Stock or Parity Stock shall be be, directly or indirectly, purchased, redeemed or otherwise acquired for consideration by the Corporation or any of its subsidiaries, directly or indirectly, subsidiaries unless on the date of such declaration, payment, purchase, redemption or other acquisition for consideration (i) all Past Due Dividends, and accrued and unpaid Additional Dividends thereon to the date of payment of such Past Due Dividends, dividends for all prior past Dividend Periods, including the latest completed Dividend Period (including, if applicable as provided in Section 3(a) above, dividends on such amount), on all outstanding shares of Series A Designated Preferred Stock, shall Stock have been declared and paid in full and (ii) an amount equal to the full Regular Quarterly Dividend for all outstanding shares of Series A Preferred Stock for the then-current Dividend Period shall have been or are contemporaneously declared and paid in full (or have been declared and such amount shall have been deposited by the Corporation in trust a sum sufficient for the pro rata payment thereof has been set aside for the benefit of the holders of shares of Series A Designated Preferred Stock on the applicable record date therefor with an Eligible Institutiondate). The foregoing sentence limitation shall not prohibit purchasesapply to (i) redemptions, redemptions purchases or other acquisitions of shares of Common Stock or other Junior Stock in connection with cashless exercises the administration of options and similar actions under any equity incentive employee benefit plan (including any stock option plan) of the Corporation adopted by the Board of Directors, in each case, in the ordinary course of business.business (including purchases to offset the Share Dilution Amount (as defined below) pursuant to a publicly announced repurchase plan) and consistent with past practice, provided

Priority of Dividends. So long as any share of Series A Designated Preferred Stock remains outstanding, no dividend or distribution shall be declared or paid on the Common Stock, Stock or any other share shares of Junior Stock (other than dividends payable solely in shares of Common Stock) or any Parity Stock, subject to the immediately following paragraph in the case of Parity Stock, and no Common Stock, other Junior Stock or Parity Stock shall be be, directly or indirectly, purchased, redeemed or otherwise acquired for consideration by the Corporation or any of its subsidiaries, directly or indirectly, subsidiaries unless on the date of such declaration, payment, purchase, redemption or other acquisition for consideration (i) all Past Due Dividends, and accrued and unpaid Additional Dividends thereon to the date of payment of such Past Due Dividends, dividends for all prior past Dividend Periods, including the latest completed Dividend Period (including, if applicable as provided in Section 3(a) above, dividends on such amount), on all outstanding shares of Series A Designated Preferred Stock, shall Stock have been declared and paid in full and (ii) an amount equal to the full Regular Quarterly Dividend for all outstanding shares of Series A Preferred Stock for the then-current Dividend Period shall have been or are contemporaneously declared and paid in full (or have been declared and such amount shall have been deposited by the Corporation in trust a sum sufficient for the pro rata payment thereof has been set aside for the benefit of the holders of shares of Series A Designated Preferred Stock on the applicable record date therefor with an Eligible Institutiondate). The foregoing sentence limitation shall not prohibit purchasesapply to (i) redemptions, redemptions purchases or other acquisitions of shares of Common Stock or other Junior Stock in connection with cashless exercises the administration of options and similar actions under any equity incentive employee benefit plan (including any stock option plan) of the Corporation adopted by the Board of Directors, in each case, in the ordinary course of business.business (including purchases to offset the Share Dilution Amount (as defined below) pursuant to a publicly announced repurchase plan) and consistent with past practice, provided that any purchases to offset the Share Dilution Amount shall in no event exceed the Share Dilution Amount;

Priority of Dividends. So long as any share of Series A C Preferred Stock remains outstanding, no dividend shall be declared or paid on the Common Stock, any other share of Junior the Existing Preferred Stock or any Parity Stockother shares of Junior Preferred Stock (other than a dividend payable solely in any such stock), and no Common Stock or Junior Preferred Stock, other Junior Stock or Parity Stock including shares of the Existing Preferred Stock, shall be purchased, redeemed or otherwise acquired for consideration by the Corporation or any of its subsidiariesCorporation, directly or indirectlyindirectly (other than as a result of a reclassification of such stock for or into other shares of such stock, or the exchange or conversion of one share of such stock for or into another share of such stock during a Dividend Period), unless on the date of such declaration, payment, purchase, redemption or other acquisition for consideration (i) all Past Due Dividends, and accrued and unpaid Additional Accruing Dividends thereon to the date of payment of such Past Due Dividends, for all prior past Dividend Periods, including the latest completed Dividend Period (including, if applicable as provided above, dividends on such amount), on all outstanding shares of Series A C Preferred Stock, shall Stock have been declared and paid in full and in cash, unless the holders of at least seventy-five percent (ii75%) an amount equal to of the full Regular Quarterly Dividend for all outstanding shares of Series A C Preferred Stock (the “Requisite Holders”) elect otherwise by written notice sent to the Corporation (or a sum sufficient for the then-current Dividend Period shall have payment thereof has been declared and paid in full (or declared and such amount shall have been deposited by the Corporation in trust irrevocably set aside for the pro rata benefit of the holders of shares of Series A C Preferred Stock on the applicable record date therefor with an Eligible Institutiondate). The Subject to satisfaction of the foregoing sentence shall not prohibit purchasesand the other related provisions herein, redemptions such dividends (payable in cash, securities or other acquisitions of Common Stock in connection with cashless exercises of options and similar actions under any equity incentive plan (including any stock option planproperty) of the Corporation adopted as may be determined by the Board may be declared and paid on any securities, including Common Stock, the Existing Preferred Stock and Junior Preferred Stock, from time to time out of Directorsany funds legally available for such payment, and the Series C Preferred Stock shall not be entitled to participate in each case, in any such dividends unless otherwise determined by the ordinary course of businessBoard.