Common use of Exercise of Rights; Purchase Price; Expiration Date of Rights Clause in Contracts

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one onetwo-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9July 7, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2002 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 24 hereof (the "Redemption Date"), (iii) the time at which the Rights are exchanged as provided in Section 23 and 25 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(e) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, together with such other and further documentation as the Rights Agent may reasonably require, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share Units (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) and the last sentence of Section 23(a) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a13(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of a share Common Stock (or other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9April 27, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2009 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofof this Agreement, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof11(a)(iii)) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share of Preferred Stock (or or, following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9November 19, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 of this Agreement (the "Redemption Date"), or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 hereof 24 of this Agreement (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a) hereof and the exchange provisions set forth in Section 29 24 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9December 31, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the date and time at which the Rights are redeemed as provided in Section 23 hereof, (iii) the date and time at which the Rights are exchanged as provided in Section 24 hereof, and (iv) the time at which the Rights are redeemed or exchanged as provided in expire pursuant to Section 23 and Section 29 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the The registered holder of any Rights Certificate evidencing exercisable Rights may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofthis Agreement) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof related certification properly completed and duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price for each Right being exercised (as such amount may be reduced (including to zero) pursuant to Section 11(a)(iii)) and an amount equal to any applicable tax or charge required to be paid by the holder of such Rights Certificate in accordance with respect Section 9(e) in cash, certified check, cashier's check, wire transfer, bank draft or money order payable to the total number order of one one-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableCompany), at or prior to the earlier earliest of (i) the close Close of business Business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights tenth anniversary hereof (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 23 (the "Redemption Date"), and (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 hereof 24 (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to the earlier of (i) the Close of Business on the tenth anniversary hereof (the “Final Expiration Date”), (ii) the time at which the Rights are redeemed as provided in Section 7(e23 hereof, and (iii) the time at which the Rights are exchanged as provided in Section 34 hereof, at which time the Rights are deemed terminated (the earlier of (i), (ii), and (iii) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, including without limitation Sections 7(e), 7(f), 9(c), 11(a) and 23 hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to (as hereinafter defined) for the total number of one one-hundredths Units of Preferred Stock (or, following a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9December 31, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a24(b) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Rights Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of shares (in one one-hundredths hundredth (.01) of a share increments) of Series A Preferred Stock (or other shares, securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9December 31, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or and (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (iii) and or (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier earliest of (i) the close of business on October 96, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier earliest of (i) the close of business on October 928, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofExcept as otherwise provided herein, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein completed and duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof (the “Redemption Date”), or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i) and ), (ii) or (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to the earlier of (i) the Close of Business on the tenth anniversary hereof (the "Final Expiration Date"), (ii) the time at which the Rights are --------------------- redeemed as provided in Section 7(e23 hereof and (iii) hereofthe time at which the Rights are exchanged as provided in Section 34 hereof (the earlier of (i), (ii) and (iii) being the "Expiration Date"), the registered holder of any Rights --------------- Certificate may may, subject to the provisions of Sections 7(e) and 9(c) hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to (as hereinafter defined) for the total number of one one-hundredths Units of Preferred Stock (or, following a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, at any time after the Distribution Date, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of Common Stock of the Company (or, following the occurrence of a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof, or (iii) the time at which the Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section Sections 7(e) and 7(g) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, along with a signature guarantee and such other and further documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price with respect to the total number of one oneten-hundredths thousandth of a share of Preferred Stock (or shares of Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9April 29, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2009 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, (iii) the time at which such Rights are exchanged (the "Exchange Date") as provided in Section 29 24 hereof or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof7.1 Except as otherwise provided herein, the Rights shall become exercisable on the Distribution Date, and thereafter, the registered holder of any Right Certificate (other than a holder whose Rights Certificate may have become void pursuant to Section 11.1.2 or have been exchanged pursuant to Section 24) may, subject to Section 11.1.2 and except as otherwise provided herein, exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purposeits principal office, together with payment of the aggregate Purchase Price with respect to the total number of for each one one-hundredths thousandth of a share (or other securitiesPreferred Share represented by a Right that is exercised and an amount equal to any applicable transfer tax required to be paid pursuant to Section 9, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier time (the “Expiration Date”) that is the earliest of (i) the close Close of business Business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed pursuant to Section 23, or (iii) the time at which the Rights are exchanged as provided pursuant to Section 24 and (iv) the Closing of any merger or other acquisition transaction involving the Company pursuant to Agreement described in Section 23 and Section 29 hereof (the earlier of (iSections 1.3.2(i)(z) and (ii) being herein referred to as 13.3 at which time the "Expiration Date")Rights are terminated.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9November 17, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, or (iii), the time at which such Rights are ex- changed pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on or exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase Purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share shares (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close Close of business Business on October 9March 17, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date")) or (iii) the time at which such Rights are exchanged as provided in Section 24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of for each one one-hundredths thousandth of a share Preferred Share (or such other number of Preferred Shares or other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9April 21, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration DateFINAL EXPIRATION DATE"), or (ii) the time at which the Rights are redeemed as provided in Section 24 hereof (the "REDEMPTION DATE"), or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 25 hereof (the earlier of (i) and (ii) such earliest time being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) ), Section 23 and Section 23(a24(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or following the occurrence of a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business 5:00 P.M., New York City time, on October 9January 31, 20092015 (such time and date, or such later date as it may be established extended by the Board of Directors prior to Board, the expiration of the Rights (the "“Final Expiration Date"”), or (ii) the time at which all of the Rights are redeemed or exchanged as provided in Section 23 and or Section 29 hereof 24 hereof, respectively (the earlier of (i) and (ii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section SECTION 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section SECTION 9(c), Section SECTION 11(a)(iii), SECTION 23(b), and SECTION 24(b) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) ), in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9December 31, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2015 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in SECTION 23 hereof, and (iii) the time at which the Rights are exchanged as provided in Section 23 and Section 29 hereof XXXXXXX 00 xxxxxx, (the earlier of xxx xxxxxxxx xx (i) x), (xx), and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths (1/100ths) of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9December 6, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9March 21, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier earliest of (i) the close of business 5:00 P.M., New York time, on October 929, 20092011, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (such date, as it may be extended by the Board of Directors, the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e11(a)(ii) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect price per share (rounded to the total number of one one-hundredths of a share nearest cent) provided for in paragraph (or other securities, cash or other assets, as b) below (the case may be"Purchase Price") for each Common Share as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9March 3, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof (the "Redemption Date"), or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date")24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of one-tenth of the aggregate Purchase Price with respect to the total number of one one-hundredths tenths of a one share of Common Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close Close of business Business on October 9December 22, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration DateFINAL EXPIRATION DATE"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to each surrendered Right for the total number of one one-hundredths of a share Preferred Shares (or other securities, cash Common Shares or other assetssecurities or property, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9June 11, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof (the "Redemption Date") or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest to occur of the events described in (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or or, following the occurrence of a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business 5:00 P.M., New York City, New York time, on October 915, 20092010 (such date, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which all of the Rights are redeemed or exchanged as provided in Section 23 and or Section 29 24 hereof, respectively, or (iii) the time at which all of the rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close Close of business Business on October 912, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2009 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof or (iii) the date on which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofExcept as otherwise provided herein, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein completed and duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof (the "REDEMPTION DATE"), or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i) and ), (ii) or (iii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii11(a)(3) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share Preferred Share (or or, following the occurrence of a Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, or (iii) the time which the Rights expire pursuant to Section 29 13(d) hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths thousands of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9April 7, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2010 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 23 hereof (the "Redemption Date"); (iii) the time at which the Rights are exchanged as provided in Section 23 and 24 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(d) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section SECTION 7(e) hereof), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein in this Agreement including, without limitation, the restrictions on exercisability set forth in Section SECTION 9(c), Section SECTION 11(a)(iii) ), and Section SECTION 23(a) hereof and the exchange provisions set forth in Section 29 hereof)) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof of the Rights Certificate duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share (or other securities, cash cash, or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 920, 20092007, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration DateFINAL EXPIRATION DATE"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section SECTION 23 and Section 29 hereof (the earlier of the times referred to in CLAUSES (i) and (ii) being herein referred to as the "Expiration DateEXPIRATION DATE")).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(cSections 11(a)(iii), Section 11(a)(iii23(b) and Section 23(a24(b) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to each surrendered Right for the total number of one one-hundredths of a share Preferred Shares (or other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9November 10, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2009 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of "Redemption Date") or (iiii) and the time at which all exercisable Rights are exchanged by the Company as provided in Section 24 hereof (ii) such earliest date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject At any time which is both after the Distribution Date and prior to the earliest of (i) the Close of Business on October 9, 2022, (ii) the time at which the Rights are redeemed as provided in Section 7(e23 hereof, (iii) the closing of any merger or other acquisition transaction involving the Company pursuant to an agreement of the type described in clause (D) of the proviso to subclause (iv) of the definition of Beneficial Ownership in Section 1(c) hereof, at which time the Rights are terminated, and (iv) the time at which the Rights are exchanged as provided in Section 24 hereof (the earliest of (i), (ii), (iii) and (iv) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date part, upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the office or offices agency of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths Units of a share Preferred Stock (or other securities, cash securities or other assets, as the case may be) as to for which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one onetwo-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9March 10, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2016 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, along with a signature guarantee and such other and further documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9April 22, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2009 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 hereof, or (iii) the time of filing of a Certificate of Merger or, if applicable, a Certificate of Ownership and Section 29 hereof Merger with the Secretary of State of Delaware pursuant to the Merger Agreement (the earlier of (i) and ), (ii) or (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one onetwo-hundredths thousandths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, and an amount equal to any applicable transfer tax, at or prior to the earlier of (i) the close of business on October 9July 24, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandth of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9April 13, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9February 4, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2013 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or as provided in Section 23 hereof (the “Redemption Date”), (iii) the time at which the Rights are exchanged as provided in Section 23 and 24 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(d) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section Sections 7(e) and 7(g) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purposeAgent, together with payment of the aggregate Purchase Price with respect to the total number of for each one oneten-hundredths thousandth of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9November 1, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, (iii) the time at which such Rights are exchanged (the "Exchange Date") as provided in Section 29 24 hereof, or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of a share Common Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 hereof and (iii) the time at which the Rights expire pursuant to Section 29 13(d) hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths Units (or, following the occurrence of a share (or Triggering Event, Common Stock of the Company, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 hereof and (iii) the time at which the Rights expire pursuant to Section 29 13(d) hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths thousandths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 23 hereof (the "Redemption Date"), (iii) the time at which the Rights are exchanged as provided in Section 23 and 24 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(d) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths thousandths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9June 12, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 23 hereof (the "Redemption Date"), (iii) the time at which the Rights are exchanged as provided in Section 23 and 24 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(d) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q)) with respect to the surrendered Rights for the total number of one one-hundredths of a share the Preferred Stock Fractions (or Common Stock, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 9November 28, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2005 (the "Final Expiration Date"), ) or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and or (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths 1/1,000s of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of earliest of: (i) the close Close of business Business on October 9November 14, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or ; (ii) the time at which the Rights are redeemed or exchanged (the "Redemption Date"), as provided in Section 23 and hereof; or (iii) the time at which such Rights are exchanged (the "Exchange Date"), as provided in Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of Common Stock of the Company (or, following the occurrence of a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 hereof and (iii) the time at which the Rights expire pursuant to Section 29 13(d) hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to before the earlier earliest of (i) the close Close of business Business on October 9November 16, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2014 (the "Final Expiration Date"), or (ii) the time at date on which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Redemption Date"), or (iii) the date on which the Rights are exchanged pursuant to Section 24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof), at any time after the Distribution Date, the registered holder of record of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingin this Agreement, including without limitation, the restrictions on exercisability set forth in Section 9(c9(b), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) )), in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate contained in the form of election to purchase on the reverse side thereof duly executedexecuted (with such signature duly guaranteed), to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share Junior Preferred Share (or other securities, cash or other assets, as the case may be) , as to which such surrendered Rights are then exercisable), subject to adjustment as provided in this Agreement, at or prior to the earlier of (i) the close Close of business Business on October 9July 11, 2009, or 2012 (as such later date as may be established extended by the Board of Directors prior to the expiration of the Rights Directors) (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) such date being herein referred to as the "Expiration Date"), or (iii) the time at which such Rights are exchanged as provided in Section 24.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), ) and Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9August 1, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2017 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which the Rights are exchanged for Common Shares or Preferred Shares as provided in Section 29 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) and Section 27 hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the its corporate trust office or offices of the Rights Agent designated for such purposein Chicago, Illinois, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of a share Common Stock (or other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the close of business on the earlier of (i) the close of business on October May 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the date on which the Rights are redeemed as provided in Section 23, (iii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and 27 hereof, or (iv) the time at which Rights expire pursuant to Section 29 13(d) hereof (the such earlier of (i) and (ii) date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to before the earlier earliest of (i) the close of business on October 9March 13, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9January 30, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof or (iii) the time at which the Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e), Section 23(b) or Section 24 hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths (1/100ths) of a share (or shares of Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close Close of business Business on October 9November 10, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2019 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiv) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 23 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share of Preferred Stock (or other shares, securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof (the "Redemption Date") or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier of (i) the close Close of business Business on October 9November 21, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Stated Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9[ ], 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2013 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 23 hereof (the "Redemption Date"), (iii) the time at which the Rights are exchanged as provided in Section 23 and 24 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(d) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a) hereof and the exchange provisions set forth in Section 29 24 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of shares of one one-hundredths thousandth of a share of Preferred Stock (or or, following the occurrence of a Triggering Event, Class A Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof or (iii) the time at which the Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofExcept as otherwise provided herein, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein completed and duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof (the "REDEMPTION DATE"), or (iii) the time at which such Rights are exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i) and ), (ii) or (iii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and 11(a)(iii),and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, at any time after the Distribution Date, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 23 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business 5:00 P.M., Boston time, on October 9December 18, 20092016, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (such date, as it may be extended by the Board, the "Final Expiration Date"), " or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 24 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q)) with respect to the surrendered Rights for the total number of one one-hundredths of a share the Preferred Stock Fractions (or Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 9November 19, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), ) or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and or (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purposein New York, New York, together with payment of the aggregate Purchase Price with respect to the total number of for each one onetwo-hundredths hundredth of a share (or other securities, cash or other assets, as the case may be) of Preferred Stock as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9February 23, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or as provided in Section 23, (iii) the time at which the Rights are exchanged as provided in Section 23 and 24, or (iv) the time at which the Rights expire pursuant to Section 29 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier earliest of (i) the close of business on October 9September 24, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or shares of Common Stock, preferred shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 9November 14, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or and (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to the earlier of (i) the Close of Business on the tenth anniversary hereof (the "FINAL EXPIRATION DATE"), (ii) the time at which the Rights are redeemed as provided in Section 7(e23 hereof and (iii) hereofthe time at which the Rights are exchanged as provided in Section 34 hereof (the earlier of (i), (ii) and (iii) being the "EXPIRATION DATE"), the registered holder of any Rights Certificate may may, subject to the provisions of Sections 7(e), 9(c) and 11(a)(ii) hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to (as hereinafter defined) for the total number of one one-hundredths Units of Preferred Stock (or, following a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section SECTION 7(e) hereof), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein in this Agreement including, without limitation, the restrictions on exercisability set forth in Section SECTION 9(c), Section SECTION 11(a)(iii), SECTION 23(a) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofSECTION 24) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof of the Rights Certificate duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number for each share of one one-hundredths of a share Class A Common Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 9August 25, 20092007, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in SECTION 23 or (iii) the time at which such rights are exchanged as provided in Section 23 and Section 29 hereof SECTION 24 (the earlier of (i) and (ii) being herein referred to as the times, the "Expiration Date")).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the appropriate form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths thousandths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9January 4, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2018 (the "Final Expiration Date"“FinalExpirationDate”), or (ii) the time at which the Rights are redeemed or as provided in Section 23 hereof (the “RedemptionDate”), (iii) the time at which the Rights are exchanged as provided in Section 23 and 24 hereof, or (iv) the consummation of a transaction contemplated by Section 29 hereof (the earlier of (i13(d) and (ii) being herein referred to as the "Expiration Date")hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share of Preferred Stock (or Common Stock or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9Final Expiration Date, 2009, or such later date as may be established by the Board of Directors prior to the (ii) any expiration of the Rights (the "Final Expiration Date"pursuant to Section 13(d), or (iiiii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof hereof, or (iv) the earlier of time at which the Rights are exchanged as provided in Sectxxx 00 (ixxx xxxxxxxx xx (x), (xx), (xxx) and xxx (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share of Special Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October February 9, 20092012, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, in the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of for each one one-hundredths thousandth of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9December 28, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2015 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged (the “Redemption Date”) as provided in Section 23 and hereof or (iii) the time at which the Rights are exchanged (the “Exchange Date”) as provided in Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier earliest of (i) the close of business on October 9December 31, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2005 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").,

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths (1/100ths) of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 920, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section Sections 3(a), 9(c), Section 11(a)(iii), 22(a) and Section 23(a23(b) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the designated office or offices of the Rights Agent designated for such purposeAgent, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths one- thousandths of a share of Junior Preferred Stock (or shares of Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 931, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2010 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and or (iii) the time at which the Rights are redeemed as provided in Section 29 hereof 22 (the earlier of (i) and (ii) such earliest date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of for each one one-hundredths thousandth of a share of Series A Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier of (i) the close of business on October 9December 13, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, (iii) the time at which such Rights are exchanged (the "Exchange Date") as provided in Section 29 24 hereof, or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, at any time after the Distribution Date, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the appropriate form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths (1/1,000) of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier time that is the earliest of (i) the close Close of business Business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or Date and (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 24 hereof (the earlier earliest of (i) and (ii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofExcept as otherwise provided herein, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to each surrendered Right for the total number of one one-hundredths of a share (or other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9December 1, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, along with a signature guarantee and such other and further documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 928, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereofsubsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercisable (except as provided in Section 11(q) hereof), at or prior to the earlier earliest of (i) the close of business on October 9August 1, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2002 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or exchanged terminated as provided in Section 23 and Section 29 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share Preferred Share (or Common Shares of the Company, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed as provided in Section 23 hereof or exchanged as provided in Section 23 and 29 hereof or (iii) the time at which the Rights expire pursuant to Section 29 13(d) hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisableexercised, at or prior to before the earlier earliest of (i) the close Close of business Business on October 9December 24, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2012 (the "Final Expiration Date"), or (ii) the time at date on which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Redemption Date"), or (iii) the date on which the Rights are exchanged pursuant to Section 24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one onetwo-hundredths of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9April 25, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a24(b) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of shares (in one one-hundredths thousandth (.001) of a share increments) of Preferred Stock (or other shares, securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9August 11, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a24(b) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment (in accordance with subsection (c) of this Section 7) of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of a share Common Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 9February , 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2017 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the “Redemption Date”) (the earlier of (i) and (ii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly completed and executed, to the Rights Agent at the principal office or offices of the Rights Agent or offices designated by the Rights Agent for such purposepurposes, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths 1/1,000ths of a share Preferred Share (or other securities, cash securities or other assets, as the case may bebe necessary and authorized) as to which such surrendered Rights are then exercisableexercised, at or prior to the earlier of (i) the close of business on October 9the earlier of: (i) ________, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2010 (the "Final Expiration Date"), or ; (ii) the time at date on which the Rights are redeemed or exchanged as provided in Section 23 and 23; or (iii) the consummation of a transaction contemplated by Section 29 13(d) hereof (the such earlier of (i) and (ii) date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, in the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of for each one one-hundredths thousandth of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close of business on October 9May 10, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2017 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged (the “Redemption Date”) as provided in Section 23 and hereof or (iii) the time at which the Rights are exchanged (the “Exchange Date”) as provided in Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one for each one-hundredths one thousandth of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier of (i) the close of business on October 9May 30, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2013 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof, or (iii) the time at which such Rights are exchanged (the "Exchange Date") as provided in Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9September 25, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2008 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c9 (c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths shares of Common Stock (or, following the occurrence of a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business 5:00 P.M., Mattoon, Illinois time, on October 9September 22, 20092019 (such date, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which all of the Rights are redeemed or exchanged as provided in Section 23 and or Section 29 hereof 24 hereof, respectively (the earlier earliest of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one onefour-hundredths (1/400ths) of a share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close of business on October 9June 2, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2017 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof; (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof or (iv) the consummation of a transaction contemplated by Section 13(d) hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to the earlier of (i) the Close of Business on the tenth anniversary hereof (the “Final Expiration Date”), (ii) the time at which the Rights are redeemed as provided in Section 7(e23 hereof, and (iii) the time at which the Rights are exchanged as provided in Section 24 hereof, at which time the Rights are deemed terminated (the earlier of (i), (ii), and (iii) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, including without limitation Sections 7(e), 7(f), 9(c), 11(a) and 23 hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to for the total number of one one-hundredths Units of Preferred Stock (or, following a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), ) and Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share Preferred Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9August 1, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2017 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which the Rights are exchanged for Ordinary Shares or Preferred Shares as provided in Section 29 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths halves of a share of Common Stock (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier earliest of (i) the close Close of business Business on October 9December 4, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and hereof or (iii) the time at which such Rights are exchanged pursuant to Section 29 24 hereof (the earlier earliest of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c) Section 11(a)(iii), Section 11(a)(iii23(a) and Section 23(a24(b) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Rights Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths of a share of Preferred Stock (or other shares, securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9December 31, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2007 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and or (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, in the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of for each one one-hundredths thousandth of a share of Preferred Stock (or Common Stock, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisableexercised, at or prior to the earlier earliest of (i) the close Close of business Business on October 9July 18, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2014 (the "“Final Expiration Date"”), or (ii) the time at which the Rights are redeemed or exchanged (the “Redemption Date”) as provided in Section 23 and Section 29 hereof hereof, (iii) the time at which the Rights are exchanged (the earlier “Exchange Date”) as provided in Section 24 hereof, or (iv) the first anniversary of the Record Date if this Rights Agreement has yet to be approved by the stockholders of the Company (the earliest of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) a. Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), ) and Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to the total number of one one-hundredths thousandths of a share Common Share (or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9August 5, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2002 (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Redemption Date"), or (iii) the time at which the Board of Directors takes action ordering the exchange of such Rights as provided in Section 24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q)) with respect to the surrendered Rights for the total number of one one-hundredths of a share the Preferred Stock Fractions (or Common Stock, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close Close of business Business on October 9December 18, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights 2006 (the "Final Expiration Date"), ) or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and or (ii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to the earlier of (i) the Close of Business on June 20, 2015 (the "Final Expiration Date"), (ii) the time at which the Rights are redeemed as provided in Section 7(e23 hereof, and (iii) the time at which the Rights are exchanged as provided in Section 34 hereof, at which time the Rights are deemed terminated (the earlier of (i), (ii), and (iii) being the "Expiration Date"), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, including without limitation Sections 7(e), 7(f), 9(c), 11(a) and 23 hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof and the exchange provisions set forth in Section 29 hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price with respect to (as hereinafter defined) for the total number of one one-hundredths Units of Preferred Stock (or, following a share (or Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable, at or prior to the earlier of (i) the close of business on October 9, 2009, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (the "Final Expiration Date"), or (ii) the time at which the Rights are redeemed or exchanged as provided in Section 23 and Section 29 hereof (the earlier of (i) and (ii) being herein referred to as the "Expiration Date").