Common use of Application of Proceeds in Settlement of Stock Purchase Contracts Clause in Contracts

Application of Proceeds in Settlement of Stock Purchase Contracts. (a) If a Holder of Normal Common Equity Units has not elected to make an effective Cash Settlement by notifying the Stock Purchase Contract Agent in the manner provided for in Section 5.02(b)(i) of the Stock Purchase Contract Agreement or does notify the Stock Purchase Contract Agent as provided in paragraph 5.02(b)(i) of the Stock Purchase Contract Agreement of its intention to pay the Purchase Price in Cash, but fails to make such payment as required by paragraph 5.02(b)(ii) of the Stock Purchase Contract Agreement, such Holder shall be deemed to have elected to pay for the shares of Common Stock to be issued under such Stock Purchase Contracts from the Proceeds of the Remarketing of the related Pledged Trust Preferred Securities. In the event of a Successful Remarketing, the Collateral Agent shall instruct the Securities Intermediary to Transfer the related Pledged Trust Preferred Securities to the Remarketing Agent, upon confirmation of deposit by the Remarketing Agent of the Proceeds of such Successful Remarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Fee) in the Collateral Account. The Collateral Agent shall instruct the Securities Intermediary to invest the Proceeds of the Successful Remarketing in Permitted Investments set forth in clause (6) of the definition of Permitted Investments. On the Stock Purchase Date, the Collateral Agent shall instruct the Securities Intermediary to remit a portion of the Proceeds from such Successful Remarketing equal to the aggregate liquidation amount of such Pledged Trust Preferred Securities to satisfy in full such Holder's obligations to pay the Purchase Price to purchase the shares of Common Stock under the related Stock Purchase Contracts and to remit the balance of the Proceeds from the Successful Remarketing, if any, to the Stock Purchase Contract Agent for distribution to such Holder. In the event of a Final Failed Remarketing with respect to the Series A Trust Preferred Securities, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series A Trust Preferred Securities in accordance with the Company's written instructions to satisfy in full, from any such disposition or retention, such Holders' obligations to pay the Purchase Price for the shares of Common Stock to be issued on the Initial Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Initial Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series A Trust Preferred Securities relate. In the event of a Final Failed Remarketing with respect to the Series B Trust Preferred Securities, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series B Trust Preferred Securities in accordance with the Company's written instructions to satisfy in full, from any such disposition or retention, such Holders' obligations to pay the Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series B Trust Preferred Securities relate.

Application of Proceeds in Settlement of Stock Purchase Contracts. (a) If a Holder of Normal Common Equity Units MCAPS has not elected to make an effective Cash Settlement with Qualifying Treasury Securities by notifying the Stock Purchase Contract Agent in the manner provided for in Section 5.02(b)(i) 6.2 of the Stock Purchase Contract Agreement or does notify the Stock Purchase Contract Agent as provided in paragraph 5.02(b)(i) Section 6.2 of the Stock Purchase Contract Agreement of its intention to pay deliver Qualifying Treasury Securities having a principal amount equal to the Purchase Price in Cash, under the related Stock Purchase Contracts but fails to make such payment delivery as required by paragraph 5.02(b)(ii) Section 6.2 of the Stock Purchase Contract Agreement, such Holder shall be deemed to have elected to pay for the shares of Common Stock Depositary Shares to be issued under such Stock Purchase Contracts from the Proceeds of the Remarketing of the related Pledged Trust Preferred Securities. In the event of a Successful Remarketing, the Collateral Agent shall shall, upon written instruction of the Company, instruct the Securities Intermediary to Transfer the related Pledged Trust Preferred Securities to the Remarketing Agent, upon confirmation of deposit by the Remarketing Agent of the Proceeds of such Successful Remarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Fee) in the Collateral Account. The Collateral Agent shall instruct the Securities Intermediary to invest the Proceeds of the Successful Remarketing in Permitted Investments set forth in clause (6) of the definition of Permitted Investments. On the Stock Purchase Date, the Collateral Agent shall shall, in consultation with the Stock Purchase Contract Agent, instruct the Securities Intermediary to remit a portion of the Proceeds from such Successful Remarketing equal to the aggregate liquidation amount of such Pledged Trust Preferred Securities to satisfy in full such Holder's ’s obligations to pay the Purchase Price to purchase the shares of Common Stock Depositary Shares under the related Stock Purchase Contracts and to remit the balance of the Proceeds from the Successful Remarketing, if any, to the Stock Purchase Contract Agent for distribution to such Holder. In the event of a Final Failed Remarketing with respect to the Series A Trust Preferred SecuritiesRemarketing, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series A Trust Preferred Securities in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, such Holders' ’ obligations to pay the Purchase Price for the shares of Common Stock Depositary Shares to be issued on the Initial Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity UnitsMCAPS. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock Depositary Shares to be issued on the Initial Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units MCAPS to which such Series A Trust Preferred Securities relate. In the event of a Final Failed Remarketing with respect to the Series B Trust Preferred Securities, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series B Trust Preferred Securities in accordance with the Company's written instructions to satisfy in full, from any such disposition or retention, such Holders' obligations to pay the Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series B Trust Preferred Securities relate.

Application of Proceeds in Settlement of Stock Purchase Contracts. (a) If a Holder of Normal Common Equity Units has not duly elected to make an effective Cash Settlement by notifying the Stock Purchase Contract Agent in the manner provided for in accordance with Section 5.02(b)(i) of the Stock Purchase Contract Agreement or does notify the Stock Purchase Contract Agent as provided in paragraph 5.02(b)(i) of the Stock Purchase Contract Agreement of its intention to pay the Purchase Price in Cash, but fails to make such payment as required by paragraph 5.02(b)(ii5.2(b)(i) of the Stock Purchase Contract Agreement, such Holder shall be deemed to have elected to pay for the shares of Common Stock to be issued under such Stock Purchase Contracts from the Proceeds of the Remarketing of the related Pledged Trust Preferred Debt Securities. In the event of a Successful Remarketing, the Collateral Agent shall instruct the Securities Intermediary to Transfer the related Pledged Trust Preferred Debt Securities to the Remarketing Agent, upon confirmation of deposit by the Remarketing Agent of the Proceeds of such Successful Remarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Fee) in the Collateral Account. The Collateral Agent shall instruct the Securities Intermediary to invest the Proceeds of the Successful Remarketing in Permitted Investments set forth in clause (6vi) of the definition of Permitted Investments. On the Stock Purchase Date, the Collateral Agent shall instruct the Securities Intermediary to remit a portion of the Proceeds from such Successful Remarketing equal to the aggregate liquidation principal amount of such Pledged Trust Preferred Debt Securities to satisfy in full such Holder's ’s obligations to pay the Purchase Price to purchase the shares of Common Stock under the related Stock Purchase Contracts and to remit the balance of the Proceeds from the Successful RemarketingRemarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Fee), if any, to the Stock Purchase Contract Agent for distribution to such Holder. In the event of a Final Failed Remarketing with respect to the Series A Trust Preferred C Debt Securities, to the extent the Holders have neither exercised the Put Right with respect thereto nor made the payment to the Stock Purchase Contract Agent of the Purchase Price required in connection with an election not to exercise such Put Right, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series A Trust Preferred C Debt Securities in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, the obligations of such Holders' obligations Holders of Normal Common Equity Units to pay the Purchase Price for the shares of Common Stock to be issued on the Initial First Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Initial First Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series A Trust Preferred C Debt Securities relate. In the event of a Final Failed Remarketing with respect to the Series B Trust Preferred D Debt Securities, to the extent the Holders have neither exercised the Put Right with respect thereto nor made the payment to the Stock Purchase Contract Agent of the Purchase Price required in connection with an election not to exercise such Put Right, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series B Trust Preferred D Debt Securities in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, the obligations of such Holders' obligations Holders of Normal Common Equity Units to pay the Purchase Price for the shares of Common Stock to be issued on the Subsequent Second Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Subsequent Second Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series B Trust Preferred D Debt Securities relate. In the event of a Final Failed Remarketing with respect to the Series E Debt Securities, to the extent the Holders have neither exercised the Put Right with respect thereto nor made the payment to the Stock Purchase Contract Agent of the Purchase Price required in connection with an election not to exercise such Put Right, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series E Debt Securities in accordance with the Company’s written instructions to satisfy in full, from any such disposition or retention, the obligations of such Holders of Normal Common Equity Units to pay the Purchase Price for the shares of Common Stock to be issued on the Third Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Third Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series E Debt Securities relate.

Application of Proceeds in Settlement of Stock Purchase Contracts. (a) If a Holder of Normal Common Equity Units SPACES has not elected to make an effective Cash Settlement by notifying the Stock Purchase Contract Agent in the manner provided for in Section 5.02(b)(i) of the Stock Purchase Contract Agreement or does notify the Stock Purchase Contract Agent as provided in paragraph 5.02(b)(i) of the Stock Purchase Contract Agreement of its intention to pay the Purchase Price in Cashcash, but fails to make such payment as required by paragraph 5.02(b)(ii) of the Stock Purchase Contract Agreement, such Holder shall be deemed to have elected to pay for the shares of Common Stock to be issued under such Stock Purchase Contracts from the Proceeds of the Remarketing of the related Pledged Trust Preferred SecuritiesSTACKS. In the event of a Successful Remarketing, the Collateral Agent shall instruct the Securities Intermediary to Transfer the related Pledged Trust Preferred Securities STACKS to the Remarketing Agent, upon confirmation of deposit by the Remarketing Agent of the Proceeds of such Successful Remarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Fee) in the Collateral Account. The Collateral Agent shall instruct the Securities Intermediary to invest the Proceeds of the Successful Remarketing in Permitted Investments set forth in clause (6) of the definition of Permitted Investments. On the Stock Purchase Date, the Collateral Agent shall shall, in consultation with the Stock Purchase Contract Agent, instruct the Securities Intermediary to remit a portion of the Proceeds from such Successful Remarketing equal to the aggregate liquidation amount of such Pledged Trust Preferred Securities STACKS to satisfy in full such Holder's ’s obligations to pay the Purchase Price to purchase the shares of Common Stock under the related Stock Purchase Contracts and to remit the balance of the Proceeds from the Successful Remarketing, if any, to the Stock Purchase Contract Agent for distribution to such Holder. In the event of a Final Failed Remarketing with respect to the Series A Trust Preferred SecuritiesAugust 15, 2008 Remarketing Settlement Date, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series A Trust Preferred Securities STACKS in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, such Holders' ’ obligations to pay the Purchase Price for the shares of Common Stock to be issued on the Initial Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity UnitsSPACES. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Initial Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units SPACES to which such Series A Trust Preferred Securities relate. In the event of a Final Failed Remarketing with respect to the Series B Trust Preferred Securities, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series B Trust Preferred Securities in accordance with the Company's written instructions to satisfy in full, from any such disposition or retention, such Holders' obligations to pay the Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series B Trust Preferred Securities STACKS relate.

Application of Proceeds in Settlement of Stock Purchase Contracts. (a) If a Holder of Normal Common Equity Units has not duly elected to make an effective Cash Settlement by notifying the Stock Purchase Contract Agent in the manner provided for in accordance with Section 5.02(b)(i) of the Stock Purchase Contract Agreement or does notify the Stock Purchase Contract Agent as provided in paragraph 5.02(b)(i) of the Stock Purchase Contract Agreement of its intention to pay the Purchase Price in Cash, but fails to make such payment as required by paragraph 5.02(b)(ii5.2(b)(i) of the Stock Purchase Contract Agreement, such Holder shall be deemed to have elected to pay for the shares of Common Stock to be issued under such Stock Purchase Contracts from the Proceeds of the Remarketing of the related Pledged Trust Preferred Debt Securities. In the event of a Successful Remarketing, the Collateral Agent shall instruct the Securities Intermediary proceeds will be applied pursuant to Transfer the related Pledged Trust Preferred Securities to the Remarketing Agent, upon confirmation of deposit by the Remarketing Agent of the Proceeds of such Successful Remarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Fee) and in the Collateral Account. The Collateral Agent shall instruct the Securities Intermediary to invest the Proceeds of the Successful Remarketing in Permitted Investments set forth in clause (6) of the definition of Permitted Investments. On the Stock Purchase Date, the Collateral Agent shall instruct the Securities Intermediary to remit a portion of the Proceeds from such Successful Remarketing equal to the aggregate liquidation amount of such Pledged Trust Preferred Securities to satisfy in full such Holder's obligations to pay the Purchase Price to purchase the shares of Common Stock under the related Stock Purchase Contracts and to remit the balance of the Proceeds from the Successful Remarketing, if any, to the Stock Purchase Contract Agent for distribution to such Holderaccordance with Section 7.3 hereof. In the event of a Final Failed Remarketing with respect to the Series A Trust Preferred C Debt Securities, to the extent the Holders have neither exercised the Put Right with respect thereto nor made the payment to the Stock Purchase Contract Agent of the Purchase Price required in connection with an election not to exercise such Put Right, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series A Trust Preferred C Debt Securities in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, the obligations of such Holders' obligations Holders of Normal Common Equity Units to pay the Purchase Price for the shares of Common Stock to be issued on the Initial First Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Initial First Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series A Trust Preferred C Debt Securities relate. In the event of a Final Failed Remarketing with respect to the Series B Trust Preferred D Debt Securities, to the extent the Holders have neither exercised the Put Right with respect thereto nor made the payment to the Stock Purchase Contract Agent of the Purchase Price required in connection with an election not to exercise such Put Right, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series B Trust Preferred D Debt Securities in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, the obligations of such Holders' obligations Holders of Normal Common Equity Units to pay the Purchase Price for the shares of Common Stock to be issued on the Subsequent Second Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Subsequent Second Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series B Trust Preferred D Debt Securities relate. In the event of a Final Failed Remarketing with respect to the Series E Debt Securities, to the extent the Holders have neither exercised the Put Right with respect thereto nor made the payment to the Stock Purchase Contract Agent of the Purchase Price required in connection with an election not to exercise such Put Right, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series E Debt Securities in accordance with the Company’s written instructions to satisfy in full, from any such disposition or retention, the obligations of such Holders of Normal Common Equity Units to pay the Purchase Price for the shares of Common Stock to be issued on the Third Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Third Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series E Debt Securities relate.

Application of Proceeds in Settlement of Stock Purchase Contracts. (a) If a Holder of Normal Common Equity Units has not elected to make an effective Cash Settlement by notifying the Stock Purchase Contract Agent in the manner provided for in Section 5.02(b)(i) of the Stock Purchase Contract Agreement or does notify the Stock Purchase Contract Agent as provided in paragraph 5.02(b)(i) of the Stock Purchase Contract Agreement of its intention to pay the Purchase Price in Cash, but fails to make such payment as required by paragraph 5.02(b)(ii) of the Stock Purchase Contract Agreement, such Holder shall be deemed to have elected to pay for the shares of Common Stock to be issued under such Stock Purchase Contracts from the Proceeds of the Remarketing of the related Pledged Trust Preferred Securities. In the event of a Successful RemarketingRemarketing of a series of Debentures, the Collateral Agent shall instruct the Securities Intermediary to Transfer the related Pledged Trust Preferred Securities Debentures of such series to the Remarketing Agent, upon confirmation of deposit by the Remarketing Agent of the Proceeds of such Successful Remarketing (less, to the extent permitted by the Remarketing Agreement, the Remarketing Agent’s Fee) in the Collateral Account. The Account and the Collateral Agent shall thereupon instruct the Securities Intermediary to invest purchase the Treasury Portfolio with the Proceeds of the Successful Remarketing in Permitted Investments set forth in clause (6) Remarketing. A Holder of Corporate Units shall be deemed to have elected to pay for the definition shares of Permitted Investments. On Common Stock to be issued under the Stock Purchase DateContract underlying the Corporate Units from the Proceeds of the related Pledged Treasury Portfolio after a Successful Remarketing. Without receiving any instruction from any Holder, the Collateral Agent shall instruct the Securities Intermediary to remit a portion the Proceeds of the Proceeds from such Successful Remarketing related Pledged Treasury Portfolio equal to the aggregate liquidation amount purchase price of such Pledged Trust Preferred Securities the shares of Common Stock to be delivered on the applicable Stock Purchase Date to the Company to satisfy in full such Holder's ’s obligations to pay the Purchase Price to purchase the shares of Common Stock under the related Stock Purchase Contracts on such Stock Purchase Date and to remit the balance of the Proceeds from the Successful Remarketingrelated Pledged Treasury Portfolio, if any, to the Stock Purchase Contract Agent for distribution to such Holder. In the event of a Final Failed Remarketing with respect to the Series A Trust Preferred Securitiesany series of Debentures, the Collateral Agent, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series A Trust Preferred Securities Debentures of such series in accordance with the Company's ’s written instructions to satisfy in full, from any such disposition or retention, such Holders' ’ obligations to pay the Purchase Price for the shares of Common Stock to be issued on the Initial applicable Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Corporate Units. ThereafterThe Holders recognize that there may be restrictions under the U.S. Federal securities laws on the ability of the Collateral Agent to sell the Pledged Debentures and that the Pledged Debentures may need to be sold in a non-public transaction to a limited number of institutional investors or a sale may need to be delayed in order to register the sale under the Securities Act of 1933, as amended. As a result, the proceeds from any sale of the Pledged Debentures may be substantially less than the principal amount of the Debentures. If the Company retains the Pledged Debentures in satisfaction of the Obligations, the Holders and the Company agree, to the extent permitted by law, that the Pledged Debentures will be treated as sold to the Company for a purchase price equal to the principal amount thereof. The Holders agree, to the extent permitted by law, that the principal amount is not less than the value of the Pledged Debentures in the context of a Failed Remarketing. If the Pledged Debentures are sold other than to the Company, the Collateral Agent shall promptly remit the Proceeds Proceeds, if any, of the Pledged Debentures of such series in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Initial applicable Stock Purchase Date for such series under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Corporate Units to which such Series A Trust Preferred Securities Debentures relate. In If a Holder of Corporate Units (unless the event Treasury Portfolio has replaced the Debentures represented by such Corporate Units) has not elected to effect a Settlement with Cash by notifying the Purchase Contract Agent in the manner provided for in Section 5.02(b)(i) of the Purchase Contract Agreement or does notify the Purchase Contract Agent as provided in Section 5.02(b)(i) of the Purchase Contract Agreement of its intention to effect a Final Failed Remarketing Settlement with respect Cash, but fails to deliver the appropriate amount of cash as required by Section 5.02(b)(ii) of the Purchase Contract Agreement, such Holder shall Pledge Agreement be deemed to have consented to the Series B Trust Preferred Securitiesdisposition of such Holder’s Pledged Securities and Pledged Treasury Portfolio, the Collateral Agentif applicable, for the benefit of the Company, will, at the written instruction of the Company, deliver or dispose of the Pledged Series B Trust Preferred Securities in accordance with the Company's written instructions to satisfy in full, from any such disposition or retention, such Holders' obligations to pay Section 5.02(b)(iii) of the Purchase Price for Contract Agreement and the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under the Stock Purchase Contracts underlying such Normal Common Equity Units. Thereafter, the Collateral Agent shall promptly remit the Proceeds in excess of the aggregate Purchase Price for the shares of Common Stock to be issued on the Subsequent Stock Purchase Date under such Stock Purchase Contracts to the Stock Purchase Contract Agent for payment to the Holders of the Normal Common Equity Units to which such Series B Trust Preferred Securities relatepreceding paragraph upon a Failed Remarketing.