Common use of Application of Moneys by Trustee Clause in Contracts

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT pursuant to the foregoing provisions of this Article 9, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REIT, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indenture, with interest thereon as herein provided; (ii) second, but subject as hereinafter in this Section 9.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) of the principal of and premium, if any, on and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution and in that case in such order or priority as between principal, premium, if any, and interest as may be directed by such resolution; and (iii) third, in payment of the surplus, if any, of such moneys to the REIT or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person other than the REIT or any Subsidiary but only to the extent of such Person’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Corporation pursuant to the foregoing provisions of this Article 98, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCorporation, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indenture, with interest thereon as herein provided; (ii) second, but subject as hereinafter in this Section 9.7 8.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) Debentures, of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Ordinary Resolution and in that case in such order or priority as between principal, premium, premium (if any, ) and interest as may be directed by such resolution; and (iii) third, in payment of the surplus, if any, of such moneys to the REIT Corporation or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT Corporation or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person person other than the REIT Corporation or any Subsidiary but only to the extent of such Personperson’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a8.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 15.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or in distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Issuer pursuant to the foregoing provisions of this Article 98, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITIssuer, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indenture, with interest thereon as herein provided; (ii) second, but subject as hereinafter in this Section 9.7 8.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) Debentureholders, of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution and in that case in such order or priority as between principal, premium, premium (if any, ) and interest as may be directed by such resolution; and (iii) third, in payment of the surplus, if any, of such moneys to the REIT Issuer or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT Issuer or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person other than the REIT Issuer or any Subsidiary but only to the extent of such Person’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a8.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or in distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Corporation pursuant to the foregoing provisions Sections of this Article 96, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCorporation, shall be applied, together with any other moneys in the hands of the Trustee available for such purposepurposes, as follows: (i) first, in : FIRST: to the payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances advances, or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, trust or otherwise in relation to, relating to this Indenture, with interest thereon as herein provided; (ii) second, but ; SECOND: subject to the provisions of Section 5.2 and as hereinafter in this Section 9.7 6.5 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) payment of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures and coupons which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution extraordinary resolution passed as hereinafter provided and in that case in such order or of priority as between principal, premium, if any, premium and interest as may be directed by such resolution; and and THIRD: the surplus (iii) third, in payment of the surplus, if any, ) of such moneys shall be paid to the REIT Corporation or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, principal of and premium or (if any) and accrued and unpaid interest and interest on amounts in default on any Debenture or coupon held, directly or indirectly, by or for the benefit of the REIT Corporation or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person person other than the REIT Corporation or any Subsidiary Subsidiary, but only to the extent of such Person’s person's interest therein) except subject to the prior payment in full of the principal, principal of and premium (if any) and accrued and unpaid interest (if any) and interest on amounts in default on all Debentures which are not so held. (b) . The Trustee shall not however be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), it is insufficient to make a distribution of at least 2% two percent of the aggregate principal amount of the outstanding Debentures, Debentures but it may retain the money so received by it and deposit the same in its deposit department or in a chartered bank in Canada to its credit at such rate of interest as is then current on similar deposits or invest or deposit the same as provided in Section 16.9 Article 9 until the money moneys or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control control, shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore above set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Trust pursuant to the foregoing provisions of this Article 9, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITTrust, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indenture, with interest thereon as herein provided; (ii) second, but subject as hereinafter in this Section 9.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) Debentureholders, of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution and in that case in such order or priority as between principal, premium, premium (if any, ) and interest as may be directed by such resolution; and (iii) third, in payment of the surplus, if any, of such moneys to the REIT Trust or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT Trust or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person other than the REIT Trust or any Subsidiary but only to the extent of such Person’s 's interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or in distribution hereunder.

Application of Moneys by Trustee. (a) Except as in Sections 8.03 and 8.07 and as elsewhere herein otherwise expressly provided, any moneys received by the Trustee from the REIT Bank pursuant to the foregoing provisions Sections of this Article 9VIII, or as a result of legal or other proceedings or from any trustee in bankruptcy or curator or liquidator of the REITBank, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) firstpurposes, in payment the first place to pay or in reimbursement reimburse to the Trustee of its compensation, the costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of and compensation to the Trustee in or about the execution of its trusts undertrust, or otherwise in relation to, this Indenturehereto, with interest thereon as herein provided;, and all taxes, assessments and other charges ranking in priority to the Debentures and coupons, if any, and the residue of the said moneys shall be applied as follows: (iia) secondFirstly, but subject as hereinafter the said moneys shall be applied in this Section 9.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) or towards payment of the principal of all of the Debentures for the time being outstanding other than Debentures in respect of which provision for payment has been made by the Bank under Section 8.03, and thereafter in or towards payment of the premium, if any, on such Debentures, and lastly in or towards payment of the accrued and unpaid interest and interest on overdue interest and premium, if any, on and accrued and unpaid interest and interest on amounts such Debentures (or if the debentureholders by instrument in default on writing signed by the holders of not less than 51% in principal amount of the Debentures which for the time being outstanding or by extraordinary resolution passed at a meeting of debentureholders shall then have directed payments to be outstanding made in the priority accordance with any other order of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution and in that case in such order priority, or without priority as between principal, premium, if any, and interest, then such moneys shall by applied in accordance with such direction) provided that no payment shall be made on any interest as may be directed or coupon the time of payment of which has been extended, whether by such resolution; andpurchase or funding or otherwise, except in accordance with the provisions of Section 8.08. (iiib) third, in payment of the The surplus, if any, of such moneys shall be paid to the REIT Bank or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person other than the REIT or any Subsidiary but only to the extent of such Person’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Corporation pursuant to the foregoing provisions Sections of this Article 96, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCorporation, shall be applied, together with any other moneys in the hands of the Trustee available for such purposepurposes, as follows: (i) first, in : FIRST: to the payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances advances, or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, trust or otherwise in relation to, to this Indenture, with interest thereon as herein provided; (ii) second, but ; SECOND: subject to the provisions of Section 5.2 and as hereinafter in this Section 9.7 6.5 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) payment of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures Debt Securities and coupons which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution extraordinary resolution passed as hereinafter provided and in that case in such order or of priority as between principal, premium, if any, premium and interest as may be directed by such resolution; and and THIRD: the surplus (iii) third, in payment of the surplus, if any, ) of such moneys shall be paid to the REIT Corporation or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on of any Debenture Debt Security or coupon held, directly or indirectly, by or for the benefit of the REIT Corporation or any Subsidiary (other than any Debenture Debt Security pledged for value and in good faith to a Person person other than the REIT Corporation or any Subsidiary Subsidiary, but only to the extent of such Person’s person's interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on of all Debentures Debt Securities which are not so held. (b) . The Trustee shall not however be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), it is insufficient to make a distribution of at least 2% two percent of the aggregate principal amount of the outstanding Debentures, Debt Securities but it may retain the money so received by it and deposit the same in its deposit department or in a chartered bank in Canada to its credit at such rate of interest as is then current on similar deposits or invest or deposit the same as provided in Section 16.9 Article 11 until the money moneys or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control control, shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore above set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee or the Collateral Agent from the REIT Corporation pursuant to the foregoing provisions of this Article 9Article, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCorporation, shall be applied, together with any other moneys in the hands of the Trustee or the Collateral Agent available for such purpose, as follows: (ia) first, in payment or in reimbursement to the Trustee and the Collateral Agent of its their compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee or the Collateral Agent in or about about, the execution of its the trusts under, or otherwise in relation to, this Indentureindenture and the Security, with interest thereon as herein provided; (iib) second, but subject as hereinafter in this Section 9.7 7.6 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) Debentures, of the principal of and premium, if any, on and accrued and unpaid interest and interest on amounts in default on the Debentures - 41 - and other amounts payable hereunder which shall then be outstanding in the priority of principal first and then premium and first, then accrued and unpaid interest and interest, then interest on amounts in default and then any such other amounts payable hereunder, unless otherwise directed by Extraordinary Resolution extraordinary resolution and in that case in such order or priority as between principal, premium, if any, interest and interest other amounts as may be directed by such resolution; and (iiic) third, in payment of the surplus, if any, of such moneys to the REIT Corporation or its assigns; provided, however, that no payment shall be made pursuant to clause (iib) above in respect of the principal, premium interest or interest other amounts payable on any Debenture held, directly or indirectly, by or for the benefit of the REIT Corporation or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person person other than the REIT Corporation or any Subsidiary but only to the extent of such Person’s person's interest therein) except subject to the prior payment in full of the principal, premium (if any) interest and interest (if any) other amounts payable on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Company pursuant to the foregoing provisions Sections of this Article 9VI, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCompany, shall be applied, together with any other moneys in the hands of the Trustee available for such purposepurposes, as follows: (ia) first, in to the payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances advances, or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, trust or otherwise in relation to, to this Trust Indenture, with interest thereon as herein provided; (iib) second, but subject to the provisions of Section 5.03 and as hereinafter in this Section 9.7 6.05 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) payment of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution extraordinary resolution passed as hereinafter provided and in that case in such order or of priority as between principal, premium, if any, premium and interest as may be directed by such resolution; and (iiic) third, in payment of the surplus, surplus (if any, ) of such moneys shall be paid to the REIT Company or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on of any Debenture held, directly or indirectly, by or for the benefit of the REIT Company or any Subsidiary of the Company (other than any Debenture pledged for value and in good faith to a Person other than the REIT Company or any Subsidiary of the Company, but only to the extent of such Person’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on of all Debentures which are not so held. (b) The . Provided always that the Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), it is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, Debentures but it may retain the money so received by it and deposit the same in its deposit department or in a chartered bank in Canada to its credit at such rate of interest as is then current on similar deposits or invest or deposit the same as provided in Section 16.9 Article XII until the money moneys or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control control, shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore above set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Issuer pursuant to the foregoing provisions of this Article 98, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITIssuer, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indenture, with interest thereon as herein provided; (ii) second, but subject as hereinafter in this Section 9.7 8.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) Debentureholders, of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution and in that case in such order or priority as between principal, premium, premium (if any, ) and interest as may be directed by such resolution; and (iii) third, in payment of the surplus, if any, of such moneys to the REIT Issuer or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT Issuer or any Subsidiary (other than any Debenture pledged for value and in good faith to a Person other than the REIT Issuer or any Subsidiary but only to the extent of such Person’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a8.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 15.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or in distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Company pursuant to the foregoing provisions of this Article 98, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCompany, shall be applied, together with any other moneys in the hands of the Trustee available for such purposepurposes, as follows: (ia) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indentureindenture, with interest thereon as herein provided; (iib) second, but subject to the provisions of Article 6 and as hereinafter in this Section 9.7 section 8.6 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) payment of the principal of and premium, if any, on and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution extraordinary resolution and in that case in such order or priority as between principal, premium, if any, principal and interest as may be directed by such resolution; and (iiic) third, in payment of the surplus, if any, of such moneys to the REIT Company or its assigns; , provided, however, that no payment shall be made pursuant to clause (iiparagraph 8.6(b) above in respect of the principal, premium principal or interest on of any Debenture held, directly or indirectly, by or for the benefit of the REIT Company or any Subsidiary Principal Subsidiary, Associate or Affiliate (other than any Debenture pledged for value and in good faith to a Person person other than the REIT Company or any Subsidiary Principal Subsidiary, Associate or Affiliate but only to the extent of such Person’s person's interest therein) except subject to the prior payment in full of the principal, premium (if any) principal of and interest (if any) on on, all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.

Application of Moneys by Trustee. (a) Except as herein otherwise expressly provided, any moneys received by the Trustee from the REIT Corporation pursuant to the foregoing provisions of this Article 98, or as a result of legal or other proceedings or from any trustee in bankruptcy or liquidator of the REITCorporation, shall be applied, together with any other moneys in the hands of the Trustee available for such purpose, as follows: (i) first, in payment or in reimbursement to the Trustee of its compensation, costs, charges, expenses, borrowings, advances or other moneys furnished or provided by or at the instance of the Trustee in or about the execution of its trusts under, or otherwise in relation to, this Indenture, with interest thereon as herein provided; (ii) second, but subject as hereinafter in this Section 9.7 8.7 provided, in payment, rateably and proportionately to the holders of Debentures (less any taxes required to be withheld) Debentures, of the principal of and premium, premium (if any, on ) and accrued and unpaid interest and interest on amounts in default on the Debentures which shall then be outstanding in the priority of principal first and then premium and then accrued and unpaid interest and interest on amounts in default unless otherwise directed by Extraordinary Resolution and in that case in such order or priority as between principal, premium, premium (if any, ) and interest as may be directed by such resolution; and (iii) third, in payment of the surplus, if any, of such moneys to the REIT Corporation or its assigns; provided, however, that no payment shall be made pursuant to clause (ii) above in respect of the principal, premium or interest on any Debenture held, directly or indirectly, by or for the benefit of the REIT Corporation or any Subsidiary of the Corporation (other than any Debenture pledged for value and in good faith to a Person person other than the REIT Corporation or any Subsidiary of the Corporation but only to the extent of such Personperson’s interest therein) except subject to the prior payment in full of the principal, premium (if any) and interest (if any) on all Debentures which are not so held. (b) The Trustee shall not be bound to apply or make any partial or interim payment of any moneys coming into its hands if the amount so received by it, after reserving thereout therefrom such amount as the Trustee may think necessary to provide for the payments mentioned in Section 9.7(a8.7(a), is insufficient to make a distribution of at least 2% of the aggregate principal amount of the outstanding Debentures, but it may retain the money so received by it and invest or deposit the same as provided in Section 16.9 15.9 until the money or the investments representing the same, with the income derived therefrom, together with any other moneys for the time being under its control shall be sufficient for the said purpose or until it shall consider it advisable to apply the same in the manner hereinbefore set forth. The foregoing shall, however, not apply to a final payment or distribution hereunder.