Common use of Subscription Rights Clause in Contracts

Subscription Rights. In case any stock or other securities of the Company are offered for subscription to the holders of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificate. If at least five (5) days prior to the last day on which such subscription can be made, the Trustee shall receive a request from any Trust Certificate holder to subscribe in his behalf for a stated amount of such stock or securities, together with the sum of money required to pay for the same, the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate in respect thereof if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities received from the Company to the Trust Certificate holder in whose behalf the subscription is made or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of the Company’s offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trustees.

Subscription Rights. In case any stock or other securities of the Company are offered for subscription to the holders of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificate. If at least five (5) days prior to the last day on which such subscription can be made, the Trustee shall receive a request from any Trust Certificate holder to subscribe in his behalf for a stated amount of such stock or securities, together with the sum of money required to pay for the same, the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate in respect thereof if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities received from the Company to the Trust Certificate holder in whose behalf the subscription is made or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of the Company’s 's offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s 's offer, he would have had the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trustees.

Subscription Rights. In case any stock or other securities of the Company are offered for subscription to the holders of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificatethe holders of the voting trust certificates. If Upon receipt by the Trustees, at least five (5) days prior to the last day on which such fixed by the Company for subscription can be madeand payment, the Trustee shall receive of a request from any Trust Certificate such registered holder of voting trust certificates to subscribe in his behalf for a stated amount of such stock or securitiesholder’s behalf, together accompanied with the sum of money required to pay for such stock or securities (not in excess of the sameamount subject to subscription in respect to the shares represented by the voting trust certificate held by such certificate holder), the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock certificates for shares or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate voting trust certificate in respect thereof if the same be voting shares, but if the same not be of voting shares the Trustees so received and shall mail or deliver the such other stock or securities received from the Company to the Trust Certificate certificate holder in whose behalf the subscription is made was made, or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount certificate holder entitled thereto. In case any reduction of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders voting shares of the Company shall have been duly authorized, the Trustees are hereby authorized to make such surrender of shares of the Company held by the Trustees hereunder, pro-rata on behalf of all holders of voting trust certificates, as may be required under the terms pursuant to which such reduction is to be effected, and to receive and hold any and all voting shares of the Company’s offerCompany issued in exchange for such surrendered shares and to distribute any cash or property other than voting shares received in exchange for such surrendered shares to the certificate holders entitled thereto. Following any such action, then the Trustees voting trust certificates issued and outstanding pursuant hereto shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right be deemed to subscribe for if he had held directly the represent a proportionately reduced number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesshares.

Subscription Rights. In case any stock or other securities of ------------------- the Company are offered for subscription to the holders of shares capital stock of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificatethe holders of the voting trust certificates. If Upon receipt by the Trustees, at least five (5) days prior to the last day on which such fixed by the Company for subscription can be madeand payment, the Trustee shall receive of a request from any Trust Certificate such registered holder of voting trust certificates to subscribe in his behalf for a stated amount of such stock or securitiesholder's behalf, together accompanied with the sum of money required to pay for such stock or securities (not in excess of the sameamount subject to subscription in respect to the shares represented by the voting trust certificate held by such certificate holder), the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock certificates for shares or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate voting trust certificate in respect thereof if the same be stock having general voting sharespowers, but if the same not be securities other than stock having general voting shares powers, the Trustees shall mail or deliver the stock or such securities received from the Company to the Trust Certificate certificate holder in whose behalf the subscription is made was made, or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount certificate holder entitled thereto. In case any reduction of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders shares of the Company shall have been duly authorized, the Trustees are hereby authorized to make such surrender of shares of the Company held by the Trustees hereunder, pro-rata on behalf of all holders of voting trust certificates, as may be required under the terms pursuant to which such reduction is to be effected, and to receive and hold any and all shares of the Company’s offerCompany issued in exchange for such surrendered shares. Following any such action, then the Trustees voting trust certificates issued and outstanding pursuant hereto shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right be deemed to subscribe for if he had held directly the represent a proportionately reduced number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesshares.

Subscription Rights. In case Until the occurrence of a Director Termination Date, if the Board shall authorize the issuance of New Securities for cash (other than any stock New Securities issued (i) to officers, employees or other securities directors of the Company are offered for subscription or any of its Subsidiaries pursuant to any Company Stock Plan, (ii) in connection with any acquisition transaction, (iii) in connection with a public offering of securities, and (iv) to the holders of shares of Purchasers or their Affiliates (other than the Company deposited hereunderand its Subsidiaries)), then, prior to each such issuance of New Securities, the Trustees, promptly upon receipt of notice Company shall offer to the Purchasers a Pro Rata Share of such offer, New Securities. Any offer of New Securities made to the Purchasers under this Section 5.1 shall mail or deliver a copy thereof to each registered holder of a Trust Certificate. If be made by notice in writing (the "Subscription Notice") at least five (5) days 20 Business Days prior to the last day on which such subscription can be made, the Trustee shall receive a request from any Trust Certificate holder to subscribe in his behalf for a stated amount issuance of such stock or securities, together with New Securities. The Subscription Notice shall set forth (i) the sum number of money required New Securities proposed to pay for the same, the Trustees shall make such subscription be issued and the necessary payment, and upon receiving from the Company the stock or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate in respect thereof if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities received from the Company to the Trust Certificate holder in whose behalf the subscription is made or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of such New Securities, (ii) the Company’s offerconsideration (or manner of determining the consideration), then the Trustees shall firstif any, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under which such New Securities are proposed to be issued and the terms of the Company’s offerpayment, he would have had the right to subscribe for if he had held directly (iii) the number of shares represented by his Trust Certificate or Certificates; New Securities offered to the Purchasers in compliance with the provisions of this Section 5.1 and any balance (iv) the proposed date of issuance of such stock New Securities. Not later than 10 Business Days after its receipt of a Subscription Notice, the Purchasers shall notify the Company in writing whether it elects to purchase all or securities then additionally available for subscription any portion of the New Securities offered to the Purchasers pursuant to the Subscription Notice. If the Purchasers shall elect to purchase any such New Securities, the New Securities which it shall have elected to purchase shall be issued and sold to the Purchasers by the Trustees Company at the same time and on the same terms and conditions as the New Securities are issued and sold to other Persons. If, for any reason, the issuance of New Securities is not consummated, the Purchasers' right to its Pro Rata Share of such issuance shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears lapse, subject to the total amount Purchasers' ongoing subscription right with respect to issuances of additional requests received by New Securities at later dates or times. The Purchasers agree that the TrusteesCompany may grant rights to Rajexxxx Xxxxxxxxx xxxivalent to (but not better than) those set forth in this Section 5.1.

Subscription Rights. In case any stock or other securities of If the Company are offered offers any of its securities for subscription to by the holders of shares of the Company Shares deposited hereunder, the TrusteesTrustees shall, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder Registered Holder of a Trust Certificatevoting trust certificate and to each pledgee of a voting trust certificate who has given actual notice to the Trustees of such pledge. If Upon receipt by the Trustees, at least five (5) business days prior to the last day on which such fixed by the Company for subscription can be madeand payment, the Trustee shall receive of a request from any Trust Certificate holder such Registered Holder of a voting trust certificate to subscribe in on his behalf for a stated amount of such stock or securitiesbehalf, together with accompanied by the sum of money required to pay for the samesuch securities to which such Holder is entitled and which he has elected to acquire, the Trustees shall make such subscription and payment. If any certificate to be received by the necessary paymentTrustees in response to such subscription will evidence shares of Capital Stock with voting power, the Trustees shall direct that the same be delivered to them and upon receiving from the Company the stock or securities so subscribed for, receipt shall issue to such Trust Certificate holder the Registered Holder a new Trust Certificate voting trust certificate in respect thereof thereof; provided that if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities have previously received from the Company actual notice as to the Trust Certificate holder in whose behalf pledge of the voting trust certificate representing the Shares with respect to which the subscription is made or may rights are being offered, each voting trust certificate issued by them in respect of the Shares subscribed for shall be delivered instead to the pledgee. If any such certificate to be received by the Trustees in response to such subscription will evidence ownership of any other class of securities, the Trustees shall instruct the Company to register the certificate in the name of the Registered Holder and to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock him or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of the Company’s offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesher.

Subscription Rights. In case any stock or other securities of the Company are offered for subscription to the holders of shares capital stock of the Company deposited hereunder, the TrusteesTrustee, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificatethe holders of the voting trust certificates. If Upon receipt by the Trustee, at least five (5) days prior to the last day on which such fixed by the Company for subscription can be madeand payment, the Trustee shall receive of a request from any Trust Certificate such registered holder of voting trust certificates to subscribe in his behalf for a stated amount of such stock or securitiesholder's behalf, together accompanied with the sum of money required to pay for such stock or securities (not in excess of the sameamount subject to subscription in respect to the shares represented by the voting trust certificate held by such certificate holder), the Trustees Trustee shall make such subscription and the necessary payment, and upon receiving from the Company the stock certificates for shares or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate voting trust certificate in respect thereof if the same be stock having general voting sharespowers, but if the same not be securities other than stock having general voting shares powers, the Trustees Trustee shall mail or deliver the stock or such securities received from the Company to the Trust Certificate certificate holder in whose behalf the subscription is made was made, or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount certificate holder entitled thereto. In case any reduction of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders shares of the Company shall have been duly authorized, the Trustee is hereby authorized to make such surrender of shares of the Company held by the Trustee hereunder, pro-rata on behalf of all holders of voting trust certificates, as may be required under the terms pursuant to which such reduction is to be effected, and to receive and hold any and all shares of the Company’s offerCompany issued in exchange for such surrendered shares. Following any such action, then the Trustees voting trust certificates issued and outstanding pursuant hereto shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right be deemed to subscribe for if he had held directly the represent a proportionately reduced number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesshares. 8.

Subscription Rights. In case the event any stock or other securities of the Company are (including within such term stock) shall be offered for subscription to stockholders, the Voting Trustees shall promptly mail a copy of such notice to each trust certificate holder of record on such date as fixed by the Corporation as the record date for the determination of the holders of shares of stock entitled to subscribe to such securities. Upon receipt by the Company deposited hereunder, the Voting Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificate. If at least five (5) days prior to the last day on which such date fixed by the Corporation for subscription can be madeand payment, the Trustee shall receive of a request from any Trust Certificate registered holder of a trust certificate to subscribe in his behalf for a stated amount of such stock or securities, together with the sum amount of money required to pay for such securities (not in excess of the sameamount subscribable in respect of the shares represented by the trust certificate held by such certificate holder), the Voting Trustees shall make such subscription and the necessary payment, and upon . Upon receiving from the Company Corporation the stock or certificate for the securities so subscribed for, the Voting Trustees shall issue to such Trust Certificate holder holders a new Trust Certificate trust certificate in respect thereof if the subscription is for stock, or is for securities convertible, exchangeable or exercisable into stock, of the same be voting shares, nature as that described in the first paragraph of Section 12 above; but if the same not be voting shares subscription is for securities other than stock described in said paragraph or is for securities convertible, exchangeable or exercisable other than into such stock, the Voting Trustees shall mail or deliver the stock or securities received from the Company same to the Trust Certificate trust certificate holder in whose behalf the subscription is made or may instruct made. In the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders event any subscription rights are not exercised by any of the Company under trust certificate holders entitled thereto, the Voting Trustees, to the extent permitted by the terms of the Company’s such offer, then may subscribe and pay for the Trustees shall first, new securities on behalf of each requesting Trust any other trust certificate holder or holders desiring the same and complying with the above provisions to the extent permitted by the Certificate holder, subscribe for that amount which, under the terms of Incorporation and By-Laws of the Company’s offerCorporation, he would have had as the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall same may be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesamended.

Subscription Rights. In case The Trustee shall promptly give notice to the Beneficiaries of the issuance or granting by the Company to its stockholders of any stock securities convertible into or exchangeable or exercisable for, or rights to acquire, any Equity Interests or other securities to be issued by the Company in respect of the Company are offered Equity Interests represented by the Trust Units held by the Beneficiaries, and each Beneficiary shall have the right, upon furnishing adequate funds and complying with other terms or provisions of such securities or rights, to direct the Trustee in writing to convert, exchange or exercise such securities or rights, or any part thereof, that have been issued in respect of the Equity Interests represented by the Trust Units held by such Beneficiary. All shares of Class F Common Stock issued in connection with such conversion, exchange, or exercise in respect of the Equity Interests held by the Voting Trust shall be retained by the Trustee and shall be subject to this Agreement, and the certificates for subscription such shares of Class F Common Stock, if any, shall be issued in the name of and delivered to the holders Trustee to be held hereunder, subject to all of the provisions hereof, and the Trust Units of the Beneficiaries who have directed the Trustee to convert, exchange, or exercise such securities or rights and otherwise complied with this Section shall be adjusted in accordance with their respective Trust Units as they appear on the books and records of the Voting Trust as of the record date of such conversion, exchange or exercise. Securities other than shares of Class F Common Stock so acquired shall be distributed by the Trustee to the Beneficiaries who have made such elections. In connection with any such distributions, the Trustee may withhold taxes from the distributions to any Beneficiary as may be required by applicable Law. For the avoidance of doubt, this Section 4.03 shall not apply to the exchange of the Deposited Class B Shares for an equivalent number of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificate. If at least five (5) days prior Class F Common Stock pursuant to the last day on which such subscription can be made, the Trustee shall receive a request from any Trust Certificate holder to subscribe in his behalf for a stated amount of such stock or securities, together with the sum of money required to pay for the same, the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate in respect thereof if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities received from the Company to the Trust Certificate holder in whose behalf the subscription is made or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of the Company’s offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right to subscribe for if he had held directly the number of shares represented exchange agreement contemplated by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the TrusteesSection 2.01 above.

Subscription Rights. In case Until the occurrence of an Event of Default which is continuing, any stock or other securities of the Company are offered for subscription to the holders of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, Subscription Rights shall mail or deliver a copy thereof to each registered holder of a Trust Certificate. If at least five (5) days prior to the last day on which such subscription can be made, the Trustee shall receive a request from any Trust Certificate holder to subscribe in his behalf for a stated amount of such stock or securities, together remain with the sum of money required to pay for the sameSecurity Provider, the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate in respect thereof if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities received from the Company to the Trust Certificate holder in whose behalf the subscription is made or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if a Security Interest pursuant to Section 2.1 shall be deemed to be created over all Shares and other rights and interests acquired by the aggregate amount Security Provider upon exercise of such stock Subscription Rights. In case the Security Provider does not intend to exercise the Subscription Rights, the Security Provider (i) shall transfer such Subscription Rights to the Lender or securities which any affiliate of the Trustees Lender or nominee as directed by the Lender free of charge, and the Lender, such affiliate or nominee shall be so requested entitled to subscribe exercise such Subscription Rights in their its own respective name but for the benefit of the Lender, and (ii) undertakes to do all acts and things and to permit all acts and things to be done which are necessary to enable the Lender, any affiliate of the Lender or any nominee to exercise or sell such Subscription Rights. Any Shares and other rights and interests acquired by the Lender, an affiliate of the Lender or a nominee upon exercise of the Subscription Rights shall exceed be credited to the total amount which Securities Account and become subject to the Trustees have Security Interest. The Security Provider shall notify the Lender promptly of any grant of Subscription Rights and undertakes to notify the Lender of any intention not to exercise Subscription Rights not less than ten (10) Business Days prior to expiration of the right to subscribe for as shareholders exercise such Subscription Rights. Upon the occurrence of an Event of Default which is continuing, any Subscription Rights shall directly fall to the benefit of the Company under Lender and the Lender shall be entitled, but not obligated, to exercise, or to authorize any of its affiliates or a nominee to exercise, the Subscription Rights in its own name or in the name of such affiliate or nominee, but for the benefit of the Lender. Any Subscription Rights, or Shares and other rights and interests acquired by the Lender or its affiliate or nominee upon exercise of the Subscription Rights shall be credited to the Securities Account and become subject to the Security Interest pursuant to the terms of the Company’s offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the TrusteesSection 8 below.

Subscription Rights. In case If any stock or other securities equity interest of the Company or any Additional Issuer are offered for subscription to all of the holders of shares any class of the Company Company's or such Additional Issuer's capital stock or other equity interest deposited hereunder, the TrusteesTrustees promptly, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificatethe outstanding voting trust certificates representing such class of capital stock or other equity interest. If Upon receipt by the Trustees, at least five (5) days prior to the last day on which fixed by the Company or such Additional Issuer, as applicable, for subscription can be madeand payment, the Trustee shall receive of a request from for any Trust Certificate such registered holder of voting trust certificates to subscribe in his for such shares on behalf for a stated amount of such stock or securitiesregistered holder, together with accompanied by the sum of money required to pay for the samesuch stock or other equity interest, the Trustees shall make such subscription and the necessary payment, and upon receiving receipt from the Company or such Additional Issuer, as applicable of the stock certificates for shares or securities other equity interest so subscribed for, shall issue to such Trust Certificate registered holder a new Trust Certificate in respect thereof voting trust certificate representing such shares if the same be stock of the Company or such Additional Issuer, as applicable, having voting sharespowers, but if the same not be shares or securities other than stock having voting shares powers, the Trustees shall mail or deliver the stock or such securities received from the Company to the Trust Certificate voting trust certificate holder in whose behalf the subscription is made was made, or may instruct the Company or such Additional Issuer, as applicable to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of the Company’s offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate voting trust certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesentitled thereto.

Subscription Rights. In case any the event that the trustees shall become entitled to subscribe to additional shares of Journal stock, they shall, as soon as practicable thereafter, notify in writing each owner of a unit then outstanding, other than an ex-employee-eligible, of such fact and shall make an offer to each such owner to subscribe on his behalf to such part of such shares of Journal stock or other securities of the Company are offered for subscription as shall be proportional to the holders number of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice units owned by him or any portion of such offerpart, on condition that he shall mail or deliver accept such offer and pay to the trustees the subscription price before a copy thereof to each registered holder of a Trust Certificate. If at least five (5) days specified date, sufficiently prior to the last day on which such subscription can be made, date when the Trustee shall receive a request from any Trust Certificate holder to subscribe in his behalf for a stated amount of such stock or securities, together with the sum of money required to pay for the same, the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate in respect thereof if the same be voting shares, but if the same not be voting shares the Trustees shall mail or deliver the stock or securities received from the Company to the Trust Certificate holder in whose behalf the subscription is made or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the trustees' right to subscribe for as shareholders shall expire to enable them to exercise such right; and on the further condition that the trustees shall not be obliged to subscribe to any fractional share of the Company under the terms of the Company’s offer, then the Trustees shall first, Journal stock on behalf of each requesting Trust Certificate holderany such owner, subscribe for that amount which, under the terms of the Company’s offer, he would and in every case they shall have had the right authority to subscribe for if he had held directly reduce the number of shares represented by subscribed for so far as may be requisite to avoid the creation of a fractional unit. Any owner of a unit who shall receive such an offer from the trustees may, subject to his Trust Certificate or Certificates; and obtaining the prior written consent of the President, transfer to any balance eligible, other than an ex-employee-eligible, his right to have the trustee subscribe to additional shares of such Journal stock or securities then additionally available on his behalf. The trustees shall subscribe to so many shares of Journal stock as can be paid for subscription with the funds supplied to them by the Trustees owners of units accepting the trustees' offer and shall permit their right, with respect to the remaining shares of Journal stock to which they shall be entitled to subscribe, to lapse. Upon receipt of any shares of Journal stock thus subscribed for, the trustees shall forthwith issue to each owner of a unit or units who shall have accepted the trustees' offer, a trust certificate for on behalf so many units as shall be necessary to represent the number of each additionally requesting Trust Certificate holder in shares of Journal stock paid for by him, at the proportion which ratio obtaining immediately prior to such subscription between the amount number of his additional request bears to units outstanding and the total amount number of additional requests received shares of Journal stock held by the Trusteestrustees. Rights to subscribe to bonds or notes of any corporation, if any shall be required by the trustees, shall be distributed pro rata among the owners of units.

Subscription Rights. In case any stock or other securities of the Company are offered for subscription to the holders of shares of the Company deposited hereunder, the Trustees, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificatethe holders of the voting trust certificates. If Upon receipt by the Trustees, at least five (5) days prior to the last day on which such fixed by the Company for subscription can be madeand payment, the Trustee shall receive of a request from any Trust Certificate such registered holder of voting trust certificates to subscribe in his behalf for a stated amount of such stock or securitiesholder's behalf, together accompanied with the sum of money required to pay for such stock or securities (not in excess of the sameamount subject to subscription in respect to the shares represented by the voting trust certificate held by such certificate holder), the Trustees shall make such subscription and the necessary payment, and upon receiving from the Company the stock certificates for shares or securities so subscribed for, shall issue to such Trust Certificate holder a new Trust Certificate voting trust certificate in respect thereof if the same be voting shares, but if the same not be of voting shares the Trustees so received and shall mail or deliver the such other stock or securities received from the Company to the Trust Certificate certificate holder in whose behalf the subscription is made was made, or may instruct the Company to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount certificate holder entitled thereto. In case any reduction of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders voting shares of the Company shall have been duly authorized, the Trustees are hereby authorized to make such surrender of shares of the Company held by the Trustees hereunder, pro-rata on behalf of all holders of voting trust certificates, as may be required under the terms pursuant to which such reduction is to be effected, and to receive and hold any and all voting shares of the Company’s offerCompany issued in exchange for such surrendered shares and to distribute any cash or property other than voting shares received in exchange for such surrendered shares to the certificate holders entitled thereto. Following any such action, then the Trustees voting trust certificates issued and outstanding pursuant hereto shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right be deemed to subscribe for if he had held directly the represent a proportionately reduced number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesshares.

Subscription Rights. In case If any stock or other securities equity interest of the ------------------- Company or any Additional Issuer are offered for subscription to all of the holders of shares any class of the Company Company's or such Additional Issuer's capital stock or other equity interest deposited hereunder, the TrusteesTrustees promptly, promptly upon receipt of notice of such offer, shall mail or deliver a copy thereof to each registered holder of a Trust Certificatethe outstanding voting trust certificates representing such class of capital stock or other equity interest. If Upon receipt by the Trustees, at least five (5) days prior to the last day on which fixed by the Company or such Additional Issuer, as applicable, for subscription can be madeand payment, the Trustee shall receive of a request from for any Trust Certificate such registered holder of voting trust certificates to subscribe in his for such shares on behalf for a stated amount of such stock or securitiesregistered holder, together with accompanied by the sum of money required to pay for the samesuch stock or other equity interest, the Trustees shall make such subscription and the necessary payment, and upon receiving receipt from the Company or such Additional Issuer, as applicable of the stock certificates for shares or securities other equity interest so subscribed for, shall issue to such Trust Certificate registered holder a new Trust Certificate in respect thereof voting trust certificate representing such shares if the same be stock of the Company or such Additional Issuer, as applicable, having voting sharespowers, but if the same not be shares or securities other than stock having voting shares powers, the Trustees shall mail or deliver the stock or such securities received from the Company to the Trust Certificate voting trust certificate holder in whose behalf the subscription is made was made, or may instruct the Company or such Additional Issuer, as applicable to make delivery thereof directly to said Trust Certificate holder; provided, however, that if the aggregate amount of such stock or securities which the Trustees shall be so requested to subscribe for shall exceed the total amount which the Trustees have the right to subscribe for as shareholders of the Company under the terms of the Company’s offer, then the Trustees shall first, on behalf of each requesting Trust Certificate holder, subscribe for that amount which, under the terms of the Company’s offer, he would have had the right to subscribe for if he had held directly the number of shares represented by his Trust Certificate or Certificates; and any balance of such stock or securities then additionally available for subscription by the Trustees shall be subscribed for on behalf of each additionally requesting Trust Certificate voting trust certificate holder in the proportion which the amount of his additional request bears to the total amount of additional requests received by the Trusteesentitled thereto.