Common use of Dividends and Other Distributions Clause in Contracts

Dividends and Other Distributions. (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject Except as provided otherwise herein or in the Indenture, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests which have become Collateral shall be paid to the prior Collateral Agent and superior rights retained by it in a non-interest bearing account as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Collateral Agent shall also be entitled at all times to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests which have become Collateral in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests which have become Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Indenture, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests which have become Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesCollateral Agent, shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out segregated from other property or funds of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal toPledgor and, subject to the provision for adjustment hereinafter set forthIntercreditor Agreement and Section 8.16 hereof, 1,000 times shall be forthwith delivered to the aggregate per share amount Collateral Agent as Collateral in the same form as so received (with any necessary endorsements) or in the case of all cash, by wire transfer pursuant to payment instructions provided by Collateral Agent to Pledgor. Any such cash dividends, and 1,000 times the aggregate per share amount (payable shall be retained in kind) of all a non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventinterest bearing account.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (Aor would occur as a result thereof) Subject and subject in all cases to the prior terms and superior rights conditions of the holders Loan Documents, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests pledged hereunder may be paid to, retained by or used by the Grantors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default be paid to the Secured Party (or its bailee or agent) and retained by it (or its bailee or agent) as part of the Collateral (except to the extent applied upon receipt to the repayment of the Obligations). The Secured Party (or its bailee or agent) shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests pledged hereunder in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests pledged hereunder in connection with any non-cash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Loan Documents, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests pledged hereunder in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Grantor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesSecured Party, shall be entitled to receive, when, as segregated from other property or funds of such Grantor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest centSecured Party (or its bailee or agent) equal to, subject to as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject All interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, upon the written election of the Collateral Agent after the occurrence and during the continuance of an Event of Default, be paid to the prior Collateral Agent and superior rights retained by it as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Collateral Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default), to receive directly, and to retain as part of the Collateral, (i) all additional Pledged Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any class or series Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (ii) without affecting any restrictions against such actions contained in the Note Purchase Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking prior and superior to provisions of this Section 5.3 shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesCollateral Agent, shall be entitled segregated from other property or funds of such Pledgor and shall be forthwith delivered to receive, when, the Collateral Agent as Collateral in the same form as so received (with any necessary endorsements). Any and if authorized all property paid over to or received by the Board and declared Collateral Agent pursuant to the provisions of this Section 5.3 shall be retained by the Trust out Collateral Agent in a Collateral Account (as hereinafter defined) upon receipt of funds legally available for such property and shall be applied in accordance with the purposeprovisions of Section 6.2. The Collateral Agent shall, quarterly dividends payable in within [***] after all Events of Default have been cured or waived, repay to each applicable Pledgor all cash on the first day of Marchinterest, Juneincome, September dividends, distributions and December in each year (each other amounts that such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded Pledgor would otherwise be permitted to retain pursuant to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount provisions of all cash dividends, this Section 5.3 and 1,000 times the aggregate per share amount (payable that remain in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventCollateral Account.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Administrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Administrative Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Administrative Agent) an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional Pledged Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Administrative Agent, shall be entitled segregated from other property or funds of such Pledgor and shall be forthwith delivered to receive, when, the Administrative Agent as Collateral in the same form as so received (with any necessary endorsements). Any and if authorized all money and other property paid over to or received by the Board and declared Administrative Agent pursuant to the provisions of this Section shall be retained by the Trust out Administrative Agent in a Collateral Account (as hereinafter defined) upon receipt of funds legally available for such money or other property and shall be applied in accordance with the purposeprovisions of Section 6.2. The Administrative Agent shall, quarterly dividends payable in within five (5) Business Days after all Events of Default have been cured or waived, repay to each applicable Pledgor all cash on the first day of Marchinterest, Juneincome, September dividends, distributions and December in each year (each other amounts that such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded Pledgor would otherwise be permitted to retain pursuant to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount provisions of all cash dividends, this Section and 1,000 times the aggregate per share amount (payable that remain in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventCollateral Account.

Dividends and Other Distributions. All cash dividends, cash distributions, cash Proceeds and other cash amounts payable in respect of the Collateral shall be received (Aa) Subject by the Pledgor, if no Event of Default shall have occurred and be continuing and (b) by the Pledgee, if any Event of Default shall have occurred and be continuing (all of which amounts so received by the Pledgee to be delivered by the Pledgee to the prior and superior rights Administrative Agent for application toward prepayment of the holders Secured Obligations). The Pledgee shall also be entitled to receive directly, and to retain as part of the Collateral: (i) all other or additional capital stock or other property (including, but not limited to, cash dividends other than as set forth above) paid or distributed by way of dividend or otherwise in respect of the Collateral; (ii) all other or additional capital stock or other property paid or distributed in respect of the Collateral by way of split, spin-off, split-up, reclassification, combination or similar rearrangement; (iii)all other or additional capital stock or other property (including, but not limited to, cash) which may be paid in respect of the Collateral by reason of any class consolidation, merger, exchange, conveyance of assets, liquidation or series similar reorganization; and (iv) without limiting the generality of the foregoing, all shares of beneficial interest Newco Stock distributed in respect of the Trust ranking prior and superior Collateral. Nothing contained in this Section 6 shall limit or restrict in any way the Pledgee's right to have pledged to it proceeds of the Collateral in any form in accordance with Section 3 of this Agreement. All dividends, distributions or other payments which are received by the Pledgor contrary to the Series D Preferred Shares with respect to dividends, provisions of this Section 6 and Section 7 hereof shall be received in trust for the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesPledgee, shall be entitled to receive, when, as segregated from other property or funds of the Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith paid over to the nearest cent) equal to, subject to Pledgee as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsement), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event7.

Dividends and Other Distributions. (A) Subject Except as provided otherwise herein or in the Indenture, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests which have become Collateral shall be paid to the prior Collateral Agent and superior rights retained by it in a non-interest bearing account as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Collateral Agent shall also be entitled at all times to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests which have become Collateral in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests which have become Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Indenture, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests which have become Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesCollateral Agent, shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out segregated from other property or funds of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal toPledgor and, subject to the provision for adjustment hereinafter set forthIntercreditor Agreements and Section 8.16 hereof, 1,000 times shall be forthwith delivered to the aggregate per share amount Collateral Agent as Collateral in the same form as so received (with any necessary endorsements) or in the case of all cash, by wire transfer pursuant to payment instructions provided by Collateral Agent to Pledgor. Any such cash dividends, and 1,000 times the aggregate per share amount (payable shall be retained in kind) of all a non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventinterest bearing account.

Dividends and Other Distributions. So long as no Event of Default --------------------------------- shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Investments may be paid to and retained by the Pledgor; provided, however, that all such -------- ------- interest, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Administrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Obligations). The Administrative Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Investments included in the Collateral in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Administrative Agent) an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional membership interests, warrants, options or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Investments included in the Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional membership interests, warrants, options or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Investments included in the Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by the Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Administrative Agent, shall be entitled to receive, when, as segregated from other property or funds of the Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Administrative Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default --------------------------------- shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and any except as provided otherwise herein, all interest, income, dividends, distributions and other class or series of shares of beneficial interest amounts payable in cash in respect of the Trust ranking junior Pledged Interests may be paid to and retained by the Pledgor; provided, however, that -------- ------- all such interest, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Series D Preferred SharesAdministrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Administrative Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the Borrower to the extent representing (in the reasonable judgment of the Administrative Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional membership interests, warrants, options or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, split-up, reclassification, combination of interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional membership interests, warrants, options or other securities or property (including cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by the Pledgor in violation of the provisions of this Section shall be received in trust for the benefit of the Administrative Agent, shall be entitled to receive, when, as segregated from other property or funds of the Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Administrative Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject So long as no Full Cash Dominion Period shall be in effect, and except as provided otherwise herein or in the Credit Agreement, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests which have become Collateral shall be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of a Full Cash Dominion Period, be paid to the prior Agent and superior rights retained by it as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Agent shall also be entitled at all times (whether or not during the continuance of a Full Cash Dominion Period) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests which have become Collateral in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests which have become Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests which have become Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesAgent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject to Unless the prior and superior rights Compensation Committee of the holders Board of Directors (the “Committee”) determines otherwise in its sole discretion (including, without limitation, at any time after the grant of the Performance Stock Award), any dividends or distributions (including, without limitation, any cash dividends, stock dividends or dividends in kind, the proceeds of any class stock split or series the proceeds resulting from any changes or exchanges described in Section 6 of shares this Agreement, all of beneficial interest of which are referred to herein collectively as the Trust ranking prior and superior to the Series D Preferred Shares “Dividend Proceeds”) that are paid or payable with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal to, Stock subject to the provision for adjustment hereinafter set forth, 1,000 times unvested portion of a Performance Stock Award will be subject to the aggregate per share amount of all cash dividends, same rights and 1,000 times restrictions under this Agreement as the aggregate per share amount (payable in kind) of all non-cash shares to which such dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise)relate. The Committee may, in each case declared on the Common Shares since the immediately preceding Quarterly its sole discretion, distribute such Dividend Payment Date or, with respect Proceeds to the first Quarterly Grantee or it may retain and hold such Dividend Payment Date, since Proceeds subject to the first issuance Restrictions and the other terms and conditions of any Series D Preferred Shares or fraction of a Series D Preferred Sharethis Agreement. In the event that the Trust shall at Committee determines not to pay such Dividend Proceeds currently, the Committee will determine in its sole discretion whether any time after December 27interest will be paid on such Dividend Proceeds. In addition, 2021 the Committee in its sole discretion may require such Dividend Proceeds to be reinvested (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable and in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount Committee may require the Participant’s consent to such reinvestment) in shares of Common Stock that will be subject to the same restrictions as the shares to which such Dividend Proceeds relate. In addition, the holders Committee may, in its sole discretion, cause such Dividend Proceeds to be paid to the Company pursuant to Section 5 of Series D Preferred Shares were entitled immediately prior this Agreement in order to satisfy any federal, state or local withholding or other employment-related tax requirements attributable to such event under dividends or distributions or to the preceding sentence shall be adjusted by multiplying such amount by a fraction, Grantee’s receipt of the numerator Award or the lapse or termination of which is the number of Common Restrictions applicable to Award Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventor Adjusted Award Shares.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgor; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Lender and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Lender shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Lender) an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional Pledged Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by the Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Lender, shall be entitled segregated from other property or funds of the Pledgor and shall be forthwith delivered to receive, when, the Lender as Collateral in the same form as so received (with any necessary endorsements). Any and if authorized all money and other property paid over to or received by the Board and declared Lender pursuant to the provisions of this Section shall be retained by the Trust out Lender in a Collateral Account (as hereinafter defined) upon receipt of funds legally available for such money or other property and shall be applied in accordance with the purposeprovisions of Section 9. The Lender shall, quarterly dividends payable in cash on the first day within five Business Days after all Events of MarchDefault have been cured or waived, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded repay to the nearest cent) equal toPledgor all cash interest, subject income, dividends, distributions and other amounts that the Pledgor would otherwise be permitted to retain pursuant to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount provisions of all cash dividends, this Section and 1,000 times the aggregate per share amount (payable that remain in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventCollateral Account.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, dividends, distributions and other amounts payable in cash in respect of the Pledged Investments may be paid to and retained by the Pledgor; provided, however, that all such interest, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Obligations). The Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive, and to retain as part of the Collateral, all interest, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Investments in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of any Subsidiary of the Pledgor to the extent representing an extraordinary, liquidating or other class distribution in return of capital, and all additional stock, warrants, options or series other securities or property (including cash, unless applied upon receipt to the repayment of the Obligations) paid or payable or distributed or distributable in respect of any Pledged Investments in connection with any noncash dividend, stock split, spin-off, split-up, reclassification, combination of shares or similar rearrangement, or (without affecting any restrictions against such actions contained in the Credit Agreement) any consolidation, merger, exchange of beneficial interest stock, liquidation or other reorganization; provided, however, that the payment of dividends, distributions or other amounts, to the extent expressly provided for in the Credit Agreement and made in such manner, shall not be limited hereby. All interest, dividends, distributions or other amounts that are received by the Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Agent, shall be entitled to receive, when, as segregated from other property or funds of the Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) or would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Collateral Agent and retained by it as part of the Collateral (subject to the terms of the Intercreditor Agreement and except to the extent applied upon receipt to the repayment of the Secured Obligations). Subject to the prior and superior rights terms of the holders Intercreditor Agreement, the Collateral Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Pledged Interests in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Collateral Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Pledged Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Investment Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesCollateral Agent, shall be entitled segregated from other property or funds of such Pledgor and shall be forthwith delivered to receive, when, the Collateral Agent as and if authorized by Collateral in the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year same form as so received (each such date being a “Quarterly Dividend Payment Date”with any necessary endorsements), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal to, all subject to the provision for adjustment terms of the Intercreditor Agreement. Any and all money and other property paid over to or received by the Collateral Agent pursuant to the provisions of this Section shall be retained by the Collateral Agent in a Collateral Account (as hereinafter set forthdefined) upon receipt of such money or other property and shall be applied in accordance with the provisions of Section 9. The Collateral Agent shall, 1,000 times the aggregate per share amount within five Business Days after all Events of Default have been cured or waived, repay to each applicable Pledgor all cash interest, income, dividends, distributions and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect amounts that such Pledgor would otherwise be permitted to retain pursuant to the first Quarterly Dividend Payment Date, since the first issuance provisions of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event this Section and that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable remain in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventCollateral Account.

Dividends and Other Distributions. (A) Subject Except as provided otherwise herein or in the Credit Agreement, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests which have become Collateral shall be paid to the prior Agent and superior rights retained by it as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Agent shall also be entitled at all times to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests which have become Collateral in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests which have become Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests which have become Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesAgent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. Unless and until there shall have occurred and be continuing an Event of Default and following written notice from the Pledgee (A) Subject provided that no such notice shall be required if any Event of Default under Section 11.05 of the Credit Agreement has occurred and is continuing), all cash dividends, cash distributions, cash Proceeds and other cash amounts payable in respect of the Collateral shall be paid to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, respective Pledgor. The Pledgor shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal toreceive directly, subject to the provision for adjustment hereinafter other terms of this Agreement: (i) all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash dividends other than as set forthforth above) paid or distributed by way of dividend or otherwise in respect of the Collateral; (ii) all other or additional stock, 1,000 times notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash subject to the aggregate per share amount first sentence of this Section 6) paid or distributed in respect of the Collateral by way of stock-split, spin-off, split-up, reclassification, combination of shares or similar rearrangement; and (iii) all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash) which may be paid in respect of the Collateral by reason of any consolidation, merger, exchange of stock, conveyance of assets, liquidation or similar corporate or other reorganization. All cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends distributions or other distributions other than a dividend payable cash payments which are received by any Pledgor contrary to the provisions of this Section 6 or Section 7 hereof shall be received in Common Shares or a subdivision trust for the benefit of the outstanding Common Shares (by reclassification Pledgee, shall be segregated from other property or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect funds of such Pledgor and shall be promptly paid over to the first Quarterly Dividend Payment Date, since Pledgee as Collateral in the first issuance of same form as so received (with any Series D Preferred Shares or fraction of a Series D Preferred Sharenecessary endorsement). In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event7.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Equity Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Equity Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other class distribution in return of capital, (ii) subject to the exception set forth in Section 2.1(vi) hereof, all additional Equity Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Equity Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement and subject to the exception set forth in Section 2.1(vi) hereof, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Equity Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Agent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject or would occur as a result thereof), all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests pledged hereunder may be paid to, retained by or used by the Grantors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default be paid to the prior Secured Party (or its bailee or agent) and superior rights retained by it (or its bailee or agent) as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Obligations). The Secured Party (or its bailee or agent) shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests pledged hereunder in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests pledged hereunder in connection with any non-cash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Loan Documents, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests pledged hereunder in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Grantor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesSecured Party, shall be entitled to receive, when, as segregated from other property or funds of such Grantor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest centSecured Party (or its bailee or agent) equal to, subject to as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. Unless and until there shall have occurred and be continuing either (Ax) Subject an Event of Default under Section 11.05 of the Credit Agreement or (y) any other Event of Default and the Pledgee has otherwise notified Holdings or the Borrower, all cash dividends, cash distributions, cash Proceeds and other cash amounts payable in respect of the Collateral shall be paid to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, respective Pledgor. The Pledgee shall be entitled to receivereceive directly, whenand to retain as part of the Collateral: • all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash dividends other than as set forth above) paid or distributed by way of dividend or otherwise in respect of the Collateral; • all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash (although such cash may be paid directly to the respective Pledgor so long as no Event of Default then exists)) paid or distributed in respect of the Collateral by way of stock-split, spin-off, split-up, reclassification, combination of shares or similar rearrangement; and • all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash but only if authorized an Event of Default then exists) which may be paid in respect of the Collateral by reason of any consolidation, merger, exchange of stock, conveyance of assets, liquidation or similar corporate or other reorganization. Nothing contained in this Section 6 shall limit or restrict in any way the Board and declared Pledgee’s right to receive the proceeds of the Collateral in any form in accordance with Section 3 of this Agreement. All dividends, distributions or other payments which are received by any Pledgor contrary to the Trust out provisions of funds legally available this Section 6 or Section 7 hereof shall be received in trust for the purposebenefit of the Pledgee, quarterly dividends shall be segregated from other property or funds of such Pledgor and shall be forthwith paid over to the Pledgee as Collateral in the same form as so received (with any necessary endorsement). • REMEDIES IN CASE OF AN EVENT OF DEFAULT. If there shall have occurred and be continuing an Event of Default, then and in every such case, the Pledgee shall be entitled to exercise all of the rights, powers and remedies (whether vested in it by this Agreement, any other Secured Debt Agreement or by law) for the protection and enforcement of its rights in respect of the Collateral, and the Pledgee shall be entitled to exercise all the rights and remedies of a secured party under the UCC as in effect in any relevant jurisdiction and also shall be entitled, without limitation, to exercise the following rights, which each Pledgor hereby agrees to be commercially reasonable: • to receive all amounts payable in cash on respect of the first day Collateral otherwise payable under Section 6 hereof to the respective Pledgor; • to transfer all or any part of Marchthe Collateral into the Pledgee’s name or the name of its nominee or nominees; • to accelerate any Pledged Note which may be accelerated in accordance with its terms, Juneand take any other lawful action to collect upon any Pledged Note (including, September without limitation, to make any demand for payment thereon); • to vote (and December exercise all rights and powers in each year respect of voting) all or any part of the Collateral (whether or not transferred into the name of the Pledgee) and give all consents, waivers and ratifications in respect of the Collateral and otherwise act with respect thereto as though it were the outright owner thereof (each Pledgor hereby irrevocably constituting and appointing the Pledgee the proxy and attorney-in-fact of such date being a “Quarterly Dividend Payment Date”Pledgor, with full power of substitution to do so); • at any time and from time to time to sell, assign and deliver, or grant options to purchase, all or any part of the Collateral, or any interest therein, at any public or private sale, without demand of performance, advertisement or, notice of intention to sell or of the time or place of sale or adjournment thereof or to redeem or otherwise purchase or dispose (all of which are hereby waived by each Pledgor), commencing for cash, on credit or for other property, for immediate or future delivery without any assumption of credit risk, and for such price or prices and on such terms as the first Quarterly Dividend Payment Date after Pledgee in its absolute discretion may determine, provided that at least 10 days’ written notice of the first issuance time and place of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded any such sale shall be given to the nearest cent) equal to, subject respective Pledgor. The Pledgee shall not be obligated to make any such sale of Collateral regardless of whether any such notice of sale has theretofore been given. Each Pledgor hereby waives and releases to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount fullest extent permitted by law any right or equity of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, redemption with respect to the first Quarterly Dividend Payment DateCollateral, since whether before or after sale hereunder, and all rights, if any, of marshalling the first issuance Collateral and any other security or the Obligations or otherwise. At any such sale, unless prohibited by applicable law, the Pledgee on behalf of the Secured Creditors may bid for and purchase all or any part of the Collateral so sold free from any such right or equity of redemption. Neither the Pledgee nor any other Secured Creditor shall be liable for failure to collect or realize upon any or all of the Collateral or for any delay in so doing nor shall any of them be under any obligation to take any action whatsoever with regard thereto; and • to set-off any and all Collateral against any and all Obligations, and to withdraw any and all cash or other Collateral from any and all Collateral Accounts and to apply such cash and other Collateral to the payment of any Series D Preferred Shares and all Obligations. • REMEDIES, CUMULATIVE, ETC. Each and every right, power and remedy of the Pledgee provided for in this Agreement or fraction in any other Secured Debt Agreement, or now or hereafter existing at law or in equity or by statute shall be cumulative and concurrent and shall be in addition to every other such right, power or remedy. The exercise or beginning of a Series D Preferred Share. In the event that exercise by the Trust Pledgee or any other Secured Creditor of any one or more of the rights, powers or remedies provided for in this Agreement or any other Secured Debt Agreement or now or hereafter existing at law or in equity or by statute or otherwise shall at not preclude the simultaneous or later exercise by the Pledgee or any time after December 27other Secured Creditor of all such other rights, 2021 (the “Rights Declaration Date”) declare powers or pay any dividend remedies, and no failure or delay on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation part of the outstanding Common Shares (Pledgee or any other Secured Creditor to exercise any such right, power or remedy shall operate as a waiver thereof. No notice to or demand on any Pledgor in any case shall entitle it to any other or further notice or demand in similar or other circumstances or constitute a waiver of any of the rights of the Pledgee or any other Secured Creditor to any other or further action in any circumstances without notice or demand. The Secured Creditors agree that this Agreement may be enforced only by reclassification or otherwise than by payment the action of a dividend in Common Shares) into a greater or lesser number of Common Sharesthe Pledgee, then in each case, acting upon the instructions of the Required Secured Creditors, and that no other Secured Creditor shall have any right individually to seek to enforce or to enforce this Agreement or to realize upon the security to be granted hereby, it being understood and agreed that such case rights and remedies may be exercised by the Pledgee for the benefit of the Secured Creditors upon the terms of this Agreement and the Security Agreement. • APPLICATION OF PROCEEDS. • All monies collected by the Pledgee upon any sale or other disposition of the Collateral pursuant to the terms of this Agreement, together with all other monies received by the Pledgee hereunder, shall be applied in the manner provided in the Security Agreement. • It is understood and agreed that each Pledgor shall remain jointly and severally liable with respect to its Obligations to the extent of any deficiency between the amount to which of the holders proceeds of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted Collateral pledged by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event it hereunder and the denominator aggregate amount of which is the number of Common Shares that were outstanding immediately prior to such eventObligations.

Dividends and Other Distributions. (A) Subject to the prior Except as provided otherwise herein, all interest, income, dividends, distributions and superior rights other amounts payable in cash in respect of the holders of any class or series of shares of beneficial interest of Pledged Equity may be paid to and retained by the Trust ranking prior Pledgors in a manner consistent with the Credit Agreement; provided, however, that all such interest, income, dividends, distributions and superior to the Series D Preferred Shares other amounts with respect to Pledged Equity constituting Collateral shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Administrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations in accordance with the terms of the Credit Agreement). During the existence of any Event of Default, the Administrative Agent shall also be entitled at all times to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any distributions or other class amounts paid or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on or other property in respect of any Pledged Equity that constitutes Collateral in connection with the first day dissolution, liquidation, recapitalization or reclassification of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after capital of the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded applicable issuer to the nearest centextent representing (in the reasonable judgment of the Administrative Agent) equal toan extraordinary, subject to the provision for adjustment hereinafter set forthliquidating or other distribution in return of capital, 1,000 times the aggregate per share amount (ii) all additional Pledged Equity or other securities or property (other than cash) paid or payable or distributed or distributable in respect of all cash dividendsany Pledged Equity that constitutes Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and 1,000 times (iii) without affecting any restrictions against such actions contained in the aggregate per share amount (payable in kind) of Credit Agreement, all non-cash dividends additional Pledged Equity or other distributions other than a dividend securities or property (including cash) paid or payable or distributed or distributable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares Pledged Equity that constitutes Collateral in connection with any consolidation, merger, exchange of securities, liquidation or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.other CHAR1\1838878v4

Dividends and Other Distributions. All cash dividends, cash distributions, cash Proceeds and other cash amounts payable in respect of the Collateral (Aother than proceeds of any foreclosure in respect of the Collateral pursuant to Section 7 hereof, which proceeds shall be distributed and applied as provided in Section 9 hereof) Subject shall be received (a) by the Pledgor, if no Event of Default shall have occurred and be continuing and (b) by the Pledgee, if any Event of Default shall have occurred and be continuing (all of which amounts so received by the Pledgee to be delivered by the Pledgee to the prior and superior rights Administrative Agent for application toward prepayment of the holders Secured Obligations). The Pledgee shall also be entitled to receive directly, and to retain as part of the Collateral: (i) all other or additional capital stock or other property (including, but not limited to, cash dividends other than as set forth above) paid or distributed by way of dividend or otherwise in respect of the Collateral; (ii) all other or additional capital stock or other property paid or distributed in respect of the Collateral by way of split, spin-off, split-up, reclassification, combination or similar rearrangement; (iii)all other or additional capital stock or other property (including, but not limited to, cash) which may be paid in respect of the Collateral by reason of any class consolidation, merger, exchange, conveyance of assets, liquidation or series similar reorganization; and (iv) without limiting the generality of the foregoing, all shares of beneficial interest Newco Stock distributed in respect of the Trust ranking prior and superior Collateral. Nothing contained in this Section 6 shall limit or restrict in any way the Pledgee's right to have pledged to it proceeds of the Collateral in any form in accordance with Section 3 of this Agreement. All dividends, distributions or other payments which are received by the Pledgor contrary to the Series D Preferred Shares with respect to dividends, provisions of this Section 6 and Section 7 hereof shall be received in trust for the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesPledgee, shall be entitled to receive, when, as segregated from other property or funds of the Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith paid over to the nearest cent) equal to, subject to Pledgee as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsement), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event7.

Dividends and Other Distributions. (A) Subject to the prior So long as no Default shall have occurred and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, is continuing: The Grantor shall be entitled to receivereceive and retain any and all dividends, when, as cash distributions and if authorized interest paid in respect of the Collateral to the extent such distributions are not prohibited by the Board Credit Agreement, provided, however, that any and declared by all distributions, dividends and interest paid or payable other than in cash with respect to, and instruments and other property received, receivable or otherwise distributed with respect to, or in exchange for, any of the Trust out of funds legally available for the purpose, quarterly Collateral; dividends and other distributions paid or payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to any of the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction Collateral on account of a Series D Preferred Share. In the event that the Trust shall at partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus; and cash paid, payable or otherwise distributed with respect to principal of, or in redemption of, or in exchange for, any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares Collateral; shall be Collateral, and shall be forthwith delivered to the Administrative Agent to hold, for the benefit of the Administrative Agent and the Holders of Secured Obligations, as Collateral and shall, if received by the Grantor, be received in trust for the Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, be segregated from the other property or funds of the Grantor, and be delivered immediately to the Administrative Agent as Collateral in the same form as so received (by reclassification or otherwise than by payment with any necessary endorsement); and After the occurrence and during the continuance of a dividend Default: All rights of the Grantor to receive the dividends, distributions and interest payments which it would otherwise be authorized to receive and retain pursuant to Section 7(a)(i) hereof shall cease, and all such rights shall thereupon become vested in Common Sharesthe Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, which shall thereupon have the sole right to receive and hold as Collateral such dividends, distributions and interest payments; All dividends, distributions and interest payments which are received by the Grantor contrary to the provisions of clause (i) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence this Section 7(b) shall be adjusted by multiplying such amount by a fractionreceived in trust for the Administrative Agent, for the numerator benefit of which is the number of Common Shares outstanding immediately after such event Administrative Agent and the denominator Holders of which is Secured Obligations, shall be segregated from other funds of such Grantor and shall be paid over immediately to the number of Common Shares that were outstanding immediately prior to such event.Administrative Agent as Collateral in the same form as so received (with any necessary endorsements);

Dividends and Other Distributions. (A) Subject All interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, upon the written election of the Collateral Agent after the occurrence and during the continuance of an Event of Default, be paid to the prior Collateral Agent and superior rights retained by it as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Collateral Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default), to receive directly, and to retain as part of the Collateral, (i) all additional Pledged Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any class or series Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (ii) without affecting any restrictions against such actions contained in the Note Purchase Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesCollateral Agent, shall be entitled segregated from other property or funds of such Pledgor and shall be forthwith delivered to receive, when, the Collateral Agent as Collateral in the same form as so received (with any necessary endorsements). Any and if authorized all property paid over to or received by the Board and declared Collateral Agent pursuant to the provisions of this Section shall be retained by the Trust out Collateral Agent in a Collateral Account (as hereinafter defined) upon receipt of funds legally available for such property and shall be applied in accordance with the purposeprovisions of Section 6.2. The Collateral Agent shall, quarterly dividends payable in within five Business Days after all Events of Default have been cured or waived, repay to each applicable Pledgor all cash on the first day of Marchinterest, Juneincome, September dividends, distributions and December in each year (each other amounts that such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded Pledgor would otherwise be permitted to retain pursuant to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount provisions of all cash dividends, this Section and 1,000 times the aggregate per share amount (payable that remain in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventCollateral Account.

Dividends and Other Distributions. So long as no Event of Default --------------------------------- shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and any except as provided otherwise herein, all interest, income, dividends, distributions and other class or series of shares of beneficial interest amounts payable in cash in respect of the Trust ranking junior Pledged Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, dividends, distributions and other -------- ------- amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Series D Preferred SharesAdministrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Administrative Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the Borrower to the extent representing (in the reasonable judgment of the Administrative Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional membership interests, warrants, options or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, split-up, reclassification, combination of interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional membership interests, warrants, options or other securities or property (including cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by either Pledgor in violation of the provisions of this Section shall be received in trust for the benefit of the Administrative Agent, shall be entitled to receive, when, as segregated from other property or funds of the Pledgors and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Administrative Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and any except as provided otherwise herein, all interest, income, dividends, distributions and other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, shall be entitled to receive, when, as and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends amounts payable in cash on in respect of the first day of MarchPledged Interests may be paid to and retained by the Pledgors; provided, Junehowever, September that all such interest, income, dividends, distributions and December in each year (each such date being a “Quarterly Dividend Payment Date”)other amounts shall, commencing on the first Quarterly Dividend Payment Date at all times after the first issuance occurrence and during the continuance of a Series D Preferred Share or fraction an Event of a Series D Preferred ShareDefault, in an amount per share (rounded be paid to the nearest cent) equal to, subject Administrative Agent and retained by it as part of the Collateral (except to the provision for adjustment hereinafter set forthextent applied upon receipt to the repayment of the Secured Obligations). The Administrative Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, 1,000 times and to retain as part of the aggregate per share amount of Collateral, (i) all cash interest, income, dividends, and 1,000 times the aggregate per share amount (distributions or other amounts paid or payable in kind) of all non-cash dividends or other distributions property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Administrative Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Pledged Interests or other securities or property (other than a dividend cash) paid or payable or distributed or distributable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or fraction interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of a Series D Preferred Shareany Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. In the event that the Trust shall at any time after December 27All interest, 2021 (the “Rights Declaration Date”) declare income, dividends, distributions or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.other

Dividends and Other Distributions. (A) Subject Unless and until there shall have occurred and be continuing an Event of Default, all cash dividends, cash distributions, cash Proceeds and other cash amounts payable in respect of the Collateral shall be paid to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, respective Pledgor. The Pledgee shall be entitled to receivereceive directly, whenand to retain as part of the Collateral: all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash dividends other than as set forth above) paid or distributed by way of dividend or otherwise in respect of the Collateral; all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash (although such cash may be paid directly to the respective Pledgor so long as no Event of Default then exists)) paid or distributed in respect of the Collateral by way of stock-split, spin-off, split-up, reclassification, combination of shares or similar rearrangement; and if authorized all other or additional stock, notes, certificates, limited liability company interests, partnership interests, instruments or other securities or property (including, but not limited to, cash) which may be paid in respect of the Collateral by reason of any consolidation, merger, exchange of stock, conveyance of assets, liquidation or similar corporate or other reorganization. Nothing contained in this Section 6 shall limit or restrict in any way the Board and declared Pledgee’s right to receive the proceeds of the Collateral in any form in accordance with Section 3 of this Agreement. All dividends, distributions or other payments which are received by any Pledgor contrary to the Trust out provisions of funds legally available this Section 6 or Section 7 hereof shall be received in trust for the purposebenefit of the Pledgee, quarterly dividends payable in cash on the first day shall be segregated from other property or funds of March, June, September such Pledgor and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith paid over to the nearest cent) equal to, subject to Pledgee as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsement), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject to the prior So long as no Default shall have occurred and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, is continuing: Each Pledgor shall be entitled to receivereceive and retain any and all dividends, when, as cash distributions and if authorized interest paid in respect of the Pledged Collateral to the extent such distributions are not prohibited by the Board Credit Agreement, provided, however, that any and declared by all distributions, dividends and interest paid or payable other than in cash with respect to, and instruments and other property received, receivable or otherwise distributed with respect to, or in exchange for, any of the Trust out of funds legally available for the purpose, quarterly Pledged Collateral; dividends and other distributions paid or payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to any of the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction Pledged Collateral on account of a Series D Preferred Share. In the event that the Trust shall at partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus; and cash paid, payable or otherwise distributed with respect to principal of, or in redemption of, or in exchange for, any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares Pledged Collateral; shall be Pledged Collateral, and shall be forthwith delivered to the Administrative Agent to hold, for the benefit of the Administrative Agent and the Holders of Secured Obligations, as Pledged Collateral and shall, if received by any Pledgor, be received in trust for the Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, be segregated from the other property or funds of such Pledgor, and be delivered immediately to the Administrative Agent as Pledged Collateral in the same form as so received (by reclassification with any necessary endorsement); and The Administrative Agent shall execute and deliver (or otherwise than by payment cause to be executed and delivered) to each Pledgor all such proxies and other instruments as such Pledgor may reasonably request for the purpose of enabling such Pledgor to receive the dividends or interest payments which it is authorized to receive and retain pursuant to clause (i) above. After the occurrence and during the continuance of a dividend Default: All rights of each Pledgor to receive the dividends, distributions and interest payments which it would otherwise be authorized to receive and retain pursuant to Section 7(a)(i) hereof shall cease, and all such rights shall thereupon become vested in Common Sharesthe Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, which shall thereupon have the sole right to receive and hold as Pledged Collateral such dividends, distributions and interest payments; All dividends, distributions and interest payments which are received by any Pledgor contrary to the provisions of clause (i) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence this Section 7(b) shall be adjusted by multiplying such amount by a fractionreceived in trust for the Administrative Agent, for the numerator benefit of which is the number of Common Shares outstanding immediately after such event Administrative Agent and the denominator Holders of which is Secured Obligations, shall be segregated from other funds of such Pledgor and shall be paid over immediately to the number Administrative Agent as Pledged Collateral in the same form as so received (with any necessary endorsements); Each Pledgor shall, upon the request of Common Shares that were outstanding immediately prior the Administrative Agent, at such Pledgor's expense, do or cause to be done all such eventother acts and things as may be necessary to make such sale of the Pledged Collateral or any part thereof valid and binding pursuant to any exemption from the registration requirements of securities law, and otherwise in compliance with applicable law. Each Pledgor will reimburse the Administrative Agent and/or the Holders of Secured Obligations for all expenses incurred by the Administrative Agent and/or the Holders of Secured Obligations, including, without limitation, reasonable attorneys' and accountants' fees and expenses in connection with the foregoing.

Dividends and Other Distributions. So long as no Event of Default shall --------------------------------- have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, -------- ------- dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Collateral Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations then due and payable). The Collateral Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other class distribution in return of capital that is not permitted under the Credit Agreement, (ii) all additional Pledged Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement or any Operative Agreement , all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization except those paid, payable, distributed or distributable pursuant to any such transaction permitted by the Credit Agreement. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking junior to provisions of this Section 5.3 shall be received in trust for the Series D Preferred Sharesbenefit of the Collateral Agent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest centCollateral Agent as Collateral in the same form as so received (with any necessary endorsements) equal to, subject for application to reduce the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, Secured Obligation then due and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventpayable.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by Pledgor; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to Secured Party and retained by it as part of the Collateral (A) Subject except to the prior and superior rights extent applied upon receipt to the repayment of the holders Secured Obligations). Secured Party shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Pledged Interests in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of Secured Party) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Pledged Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders benefit of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesSecured Party, shall be entitled segregated from other property or funds of Pledgor and shall be forthwith delivered to receive, when, Secured Party as Collateral in the same form as so received (with any necessary endorsements). For purposes of the foregoing provisions of this Section and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest centextent applicable thereto, the Borrower hereby waives the requirement of Sections 9-207(c)(l) equal to, subject and (c)(2) of the Uniform Commercial Code that Secured Party apply any money or funds received from the Collateral to reduce the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventSecured Obligations.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests may be paid to and retained by the Pledgors; PROVIDED, HOWEVER, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Lender and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Lender shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Equity Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional Equity Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Lender, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Lender as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject to the prior Except as provided otherwise herein, all interest, income, dividends, distributions and superior rights other amounts payable in cash in respect of the holders of any class or series of shares of beneficial interest of Pledged Interests may be paid to and retained by the Trust ranking prior Pledgors in a manner consistent with the Credit Agreement; provided, however, that all such interest, income, dividends, distributions and superior to the Series D Preferred Shares other amounts with respect to Pledged Interests constituting Collateral shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Administrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations in accordance with the terms of the Credit Agreement). During the existence of any Event of Default, the Administrative Agent shall also be entitled at all times to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests that constitute Collateral in connection with the holders dissolution, liquidation, recapitalization or reclassification of Series D Preferred Shares, in preference the capital of the applicable issuer to the holders extent representing (in the reasonable judgment of common the Administrative Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Pledged Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests that constitute Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial any Pledged Interests that constitute Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, par value $0.01 per shareincome, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust (provisions of this Section shall be received in trust for the “Common Shares”), and any other class or series of shares of beneficial interest benefit of the Trust ranking junior to the Series D Preferred SharesAdministrative Agent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Administrative Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, same form as so received (with any necessary endorsements). Any and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.all

Dividends and Other Distributions. (A) Subject to the prior So long as no Default shall have occurred and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred Shares, is continuing: The Pledgor shall be entitled to receivereceive and retain any and all dividends, when, as cash distributions and if authorized interest paid in respect of the Pledged Collateral to the extent such distributions are not prohibited by the Board Credit Agreement, provided, however, that any and declared by all distributions, dividends and interest paid or payable other than in cash with respect to, and instruments and other property received, receivable or otherwise distributed with respect to, or in exchange for, any of the Trust out of funds legally available for the purpose, quarterly Pledged Collateral; dividends and other distributions paid or payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to any of the first Quarterly Dividend Payment DatePledged Collateral on account of a partial or total liquidation or dissolution or in connection with a reduction of capital, since capital surplus or paid-in surplus; and cash paid, payable or otherwise distributed with respect to principal of, or in redemption of, or in exchange for, any of the first issuance Pledged Collateral; shall be Pledged Collateral, and shall be forthwith delivered to the Administrative Agent to hold, for the benefit of the Administrative Agent and the Holders of Secured Obligations, as Pledged Collateral and shall, if received by the Pledgor, be received in trust for the Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, be segregated from the other property or funds of the Pledgor, and be delivered immediately to the Administrative Agent as Pledged Collateral in the same form as so received (with any necessary endorsement); and The Administrative Agent shall execute and deliver (or cause to be executed and delivered) to the Pledgor all such proxies and other instruments as the Pledgor may reasonably request for the purpose of enabling the Pledgor to receive the dividends or interest payments which it is authorized to receive and retain pursuant to clause (i) above. After the occurrence and during the continuance of a Default: All rights of the Pledgor to receive the dividends, distributions and interest payments which it would otherwise be authorized to receive and retain pursuant to Section 7(a)(i) hereof shall cease, and all such rights shall thereupon become vested in the Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, which shall thereupon have the sole right to receive and hold as Pledged Collateral such dividends, distributions and interest payments; All dividends, distributions and interest payments which are received by the Pledgor contrary to the provisions of clause (i) of this Section 7(b) shall be received in trust for the Administrative Agent, for the benefit of the Administrative Agent and the Holders of Secured Obligations, shall be segregated from other funds of the Pledgor and shall be paid over immediately to the Administrative Agent as Pledged Collateral in the same form as so received (with any necessary endorsements); The Pledgor shall, upon the request of the Administrative Agent, at the Pledgor's expense, do or cause to be done all such other acts and things as may be necessary to make such sale of the Pledged Collateral or any part thereof valid and binding pursuant to any exemption from the registration requirements of any Series D Preferred Shares or fraction applicable securities law, and otherwise in compliance with applicable law. The Pledgor will reimburse the Administrative Agent and/or the Holders of a Series D Preferred Share. In Secured Obligations for all expenses incurred by the event that Administrative Agent and/or the Trust shall at any time after December 27Holders of Secured Obligations, 2021 (including, without limitation, reasonable attorneys' and accountants' fees and expenses in connection with the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventforegoing.

Dividends and Other Distributions. (A) Subject to the prior Except as provided otherwise herein, all interest, income, dividends, distributions and superior rights other amounts payable in cash in respect of the holders of any class or series of shares of beneficial interest of Pledged Interests may be paid to and retained by the Trust ranking prior Pledgors in a manner consistent with the Credit Agreement; provided, however, that all such interest, income, dividends, distributions and superior to the Series D Preferred Shares other amounts with respect to Pledged Interests constituting Collateral shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Administrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations in accordance with the terms of the Credit Agreement). During the existence of any Event of Default, the Administrative Agent shall also be entitled at all times to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests that constitute Collateral in connection with the holders dissolution, liquidation, recapitalization or reclassification of Series D Preferred Shares, in preference the capital of the applicable issuer to the holders extent representing (in the reasonable judgment of common the Administrative Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Pledged Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests that constitute Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial any Pledged Interests that constitute Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, par value $0.01 per shareincome, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust (provisions of this Section shall be received in trust for the “Common Shares”), and any other class or series of shares of beneficial interest benefit of the Trust ranking junior to the Series D Preferred SharesAdministrative Agent, shall be entitled segregated from other property or funds of such Pledgor and shall be forthwith delivered to receive, when, the Administrative Agent as Collateral in the same form as so received (with any necessary endorsements). Any and if authorized all money and other property paid over to or received by the Board and declared Administrative Agent pursuant to the provisions of this Section shall be retained by the Trust out Administrative Agent in a Collateral Account (as hereinafter defined) upon receipt of funds legally available for such money or other property and shall be applied in accordance with the purposeprovisions of Section 6.2. The Administrative Agent shall, quarterly dividends payable in within five Business Days after all Events of Default have been cured or waived, repay to each applicable Pledgor all cash on the first day of Marchinterest, Juneincome, September dividends, distributions and December in each year (each other amounts that such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded Pledgor would otherwise be permitted to retain pursuant to the nearest cent) equal to, subject to the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount provisions of all cash dividends, this Section and 1,000 times the aggregate per share amount (payable that remain in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwise), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such eventCollateral Account.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Pledged Interests may be paid to and retained by the Pledgor; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Interests in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Agent) an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional Pledged Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Pledged Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Pledged Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by the Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Agent, shall be entitled to receive, when, as segregated from other property or funds of the Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default --------------------------------- shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and any except as provided otherwise herein, all interest, income, dividends, distributions and other class or series of shares of beneficial interest amounts payable in cash in respect of the Trust ranking junior Pledged Stock may be paid to and retained by the Pledgors; provided, however, that all such -------- ------- interest, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Series D Preferred SharesAdministrative Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Administrative Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Pledged Investments in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of any Subsidiary to the extent representing (in the reasonable judgment of the Administrative Agent) an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Capital Stock, warrants, options or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Pledged Stock in connection with any noncash dividend, distribution, return of capital, spin-off, split-up, reclassification, combination of interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Capital Stock, warrants, options or other securities or property (including cash) paid or payable or distributed or distributable in respect of any Pledged Stock in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the provisions of this Section shall be received in trust for the benefit of the Administrative Agent, shall be entitled to receive, when, as segregated from other property or funds of the Pledgors and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Administrative Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. (A) Subject Except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests may be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall immediately, following the occurrence and during the continuance of an Event of Default, be paid to the prior Collateral Agent and superior rights retained by the Collateral Agent as part of the holders Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Collateral Agent shall also be entitled at all times, following the occurrence and during the continuance of an Event of Default, to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any class Equity Interests in connection with the dissolution, liquidation, recapitalization or series reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other distribution in return of capital, (ii) all additional Equity Interests or other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking prior and superior to provisions of this Section shall be received in trust for the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, benefit of the Trust (the “Common Shares”), and any other class or series of shares of beneficial interest of the Trust ranking junior to the Series D Preferred SharesCollateral Agent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Collateral Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein or in the Credit Agreement, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Equity Interests which have become Collateral shall be paid to and retained by the Pledgors; provided, however, that all such interest, income, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Equity Interests which have become Collateral in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional Equity Interests or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Equity Interests which have become Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional Equity Interests or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Equity Interests which have become Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Agent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.

Dividends and Other Distributions. So long as no Event of Default shall have occurred and be continuing (A) Subject to the prior and superior rights of the holders of any class or series of shares of beneficial interest of the Trust ranking prior and superior to the Series D Preferred Shares with respect to dividends, the holders of Series D Preferred Shares, in preference to the holders of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”would occur as a result thereof), and except as provided otherwise herein, all interest, income, dividends, distributions and other amounts payable in cash in respect of the Investments may be paid to and retained by the Pledgors; provided, however, that all such interest, dividends, distributions and other amounts shall, at all times after the occurrence and during the continuance of an Event of Default, be paid to the Agent and retained by it as part of the Collateral (except to the extent applied upon receipt to the repayment of the Secured Obligations). The Agent shall also be entitled at all times (whether or not during the continuance of an Event of Default) to receive directly, and to retain as part of the Collateral, (i) all interest, income, dividends, distributions or other amounts paid or payable in cash or other property in respect of any Investments included in the Collateral in connection with the dissolution, liquidation, recapitalization or reclassification of the capital of the applicable issuer to the extent representing (in the reasonable judgment of the Agent) an extraordinary, liquidating or other class distribution in return of capital, (ii) all additional membership interests, warrants, options or series other securities or property (other than cash) paid or payable or distributed or distributable in respect of any Investments included in the Collateral in connection with any noncash dividend, distribution, return of capital, spin-off, stock split, split-up, reclassification, combination of shares or interests or similar rearrangement, and (iii) without affecting any restrictions against such actions contained in the Credit Agreement, all additional membership interests, warrants, options or other securities or property (including cash) paid or payable or distributed or distributable in respect of beneficial interest any Investments included in the Collateral in connection with any consolidation, merger, exchange of securities, liquidation or other reorganization. All interest, income, dividends, distributions or other amounts that are received by any Pledgor in violation of the Trust ranking junior to provisions of this Section shall be received in trust for the Series D Preferred Sharesbenefit of the Agent, shall be entitled to receive, when, as segregated from other property or funds of such Pledgor and if authorized by the Board and declared by the Trust out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of March, June, September and December in each year (each such date being a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a Series D Preferred Share or fraction of a Series D Preferred Share, in an amount per share (rounded shall be forthwith delivered to the nearest cent) equal to, subject to Agent as Collateral in the provision for adjustment hereinafter set forth, 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount same form as so received (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in Common Shares or a subdivision of the outstanding Common Shares (by reclassification or otherwisewith any necessary endorsements), in each case declared on the Common Shares since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any Series D Preferred Shares or fraction of a Series D Preferred Share. In the event that the Trust shall at any time after December 27, 2021 (the “Rights Declaration Date”) declare or pay any dividend on the Common Shares payable in Common Shares or effect a subdivision or combination or consolidation of the outstanding Common Shares (by reclassification or otherwise than by payment of a dividend in Common Shares) into a greater or lesser number of Common Shares, then in each such case the amount to which the holders of Series D Preferred Shares were entitled immediately prior to such event under the preceding sentence shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of Common Shares outstanding immediately after such event and the denominator of which is the number of Common Shares that were outstanding immediately prior to such event.