Common use of Coordination of Dividends Clause in Contracts

Coordination of Dividends. (a) Weyerhaeuser and Plum Creek shall coordinate with each other to designate the same record and payment dates for any quarterly dividends or distributions declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such that (i) no holder of Weyerhaeuser Common Shares or Plum Creek Common Stock will receive two dividends, or fail to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser Common Shares or its shares of Plum Creek Common Stock, including Weyerhaeuser Common Shares issued in connection with the Merger, and (ii) the quarterly payments of dividends to the holders of Weyerhaeuser Common Shares (and any necessary adjustments to Plum Creek’s schedule for the quarterly declaration of dividends and the record dates and payment dates relating thereto) will be made substantially in accordance with Weyerhaeuser’s historical quarterly dividend payment schedule. (b) If either party determines, after consultation with its nationally recognized Tax counsel and with the other party, that it is necessary to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, or any combination thereof) in respect of, Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, in order to meet the distribution requirements set forth in Section 857(a) of the Code and maintain its qualification as a REIT under the Code or applicable state Law (any such distribution, a “Special Distribution”, and the per share amount of such distribution, the “Special Distribution Per Share”), it shall (i) notify the other party promptly (and in any event within 24 hours) of such determination, including the size and character of such Special Distribution and the reasons therefor, (ii) to the maximum extent possible, make the Special Distribution in the form of Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) is made in the form of shares of common stock of the party making the Special Distribution, the Exchange Ratio shall be adjusted as provided for in Section 2.01(b). If any Special Distribution (or portion thereof) is made in the form of cash, then the other party shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Common Stock, in an amount per share of Plum Creek Common Stock equal to (A) the Special Distribution Per Share declared by Weyerhaeuser with respect to each Weyerhaeuser Common Share multiplied by (B) the Exchange Ratio.

Coordination of Dividends. (a) Weyerhaeuser Parent and Plum Creek the Company shall coordinate with each other to designate in designating the same record and payment dates for any quarterly dividends or distributions to its stockholders, including a Tax Dividend, declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such occur. In the event that a dividend or distribution with respect to the shares of Company Common Stock permitted under the terms of this Agreement has (i) no holder of Weyerhaeuser Common Shares or Plum Creek Common Stock will receive two dividends, or fail a record date prior to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser Common Shares or its shares of Plum Creek Common Stock, including Weyerhaeuser Common Shares issued in connection with the Merger, Effective Time and (ii) has not been paid as of the quarterly payments of dividends to Effective Time, the holders of Weyerhaeuser shares of Company Common Shares (and any necessary adjustments Stock shall be entitled to Plum Creek’s schedule for receive such dividend or distribution after the quarterly declaration of dividends and Effective Time on the record dates and appropriate payment dates relating thereto) will date and, in connection therewith, the Company shall deposit such dividend or distribution with the Exchange Agent to be made substantially paid to such holders in accordance with Weyerhaeuser’s historical quarterly dividend payment schedule. Section 2.2 in the same manner as the Cash Consideration. Prior to the Closing Date, if the aggregate amount of all (a) dividends paid by the Company on or prior to the date of this Agreement plus (b) If either party determines, all Quarterly Dividends paid after consultation with its nationally recognized Tax counsel and with the other party, date of this Agreement is less than the amount that it is necessary should be paid as a dividend to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, or any combination thereof) in respect of, Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, in order distribute to meet the distribution requirements Company's stockholders the amounts set forth in Section 857(a(i) through (iv) of the Code and definition of "Tax Dividend" or otherwise necessary for the Company to maintain its qualification as a REIT under RIC as reasonably determined by the Code or applicable state Law (Company, the Company shall declare a Tax Dividend. For all federal income tax purposes, to the fullest extent permitted by Applicable Law, Parent and the Company shall treat the payments of any such distributionTax Dividend by the Exchange Agent, as agent on behalf of the Company, pursuant to Section 2.2 as a “Special Distribution”, and payment of a dividend considered to have been paid by the Company in the Company's last federal income tax year pursuant to Section 855 of the Code. The amount of any Tax Dividend declared by the Company shall reduce the Parent Cash Consideration by an amount equal to the per share amount of such distributionTax Dividend; provided, that if the “Special Distribution Per Share”)aggregate amount of all such Tax Dividends declared on or after the date hereof exceeds the amount of the Parent Cash Consideration, it shall (i) notify the other party promptly (and in any event within 24 hours) of such determination, including the size and character of such Special Distribution Parent and the reasons therefor, (ii) Company shall negotiate in good faith to the maximum extent possible, make the Special Distribution in the form of Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) is made in the form of shares of common stock of the party making the Special Distribution, adjust the Exchange Ratio shall be adjusted as provided to account for in Section 2.01(b). If any Special Distribution (or portion thereof) is made in the form of cash, then the other party shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Common Stock, in an amount per share of Plum Creek Common Stock equal to (A) the Special Distribution Per Share declared by Weyerhaeuser with respect to each Weyerhaeuser Common Share multiplied by (B) the Exchange Ratiosuch Tax Dividends.

Coordination of Dividends. (a) Weyerhaeuser and Plum Creek shall coordinate with each other to designate the same record and payment dates for any quarterly dividends or distributions declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such that (i) no holder of Weyerhaeuser Common Shares or Plum Creek Common Stock will receive two dividends, or fail to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser Common Shares or its shares of Plum Creek Common Stock, including Weyerhaeuser Common Shares issued in connection with the Merger, and (ii) the quarterly payments of dividends Subject to the holders provisions of Weyerhaeuser Common Shares (Section 6.1(b)(iii)(C) and any necessary adjustments to Plum Creek’s schedule for the quarterly declaration of dividends and the record dates and payment dates relating thereto) will be made substantially in accordance with Weyerhaeuser’s historical quarterly dividend payment schedule. (b) If either party determines, after consultation with its nationally recognized Tax counsel and with the other party, that it is necessary to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Common StockSection 6.2(b)(iii)(C), as applicable, or any combination thereof) in respect offrom the date of this Agreement until the Closing Date, Weyerhaeuser each of Parent and the Company shall continue to pay cash dividends on the Parent Ordinary Shares and Common Shares or shares of Plum Creek Common StockShares, as applicable, in order the ordinary course, consistent with past practice. Notwithstanding the foregoing, not less than 15 days prior to meet the distribution requirements set forth date which the parties reasonably agree in Section 857(a) of good faith is the Code and maintain its qualification as a REIT under the Code or applicable state Law (any such distributionanticipated Closing Date taking into account, a “Special Distribution”, and the per share amount of such distributionif applicable, the “Special Distribution Per Share”proviso to Section 1.2 (the "ESTIMATED CLOSING DATE"), it shall (i) notify the other party promptly (and in any event within 24 hours) of such determinationCompany shall, including the size and character of such Special Distribution and the reasons therefor, (ii) to the maximum extent possiblepermitted by applicable Law, make declare a cash dividend (the Special Distribution in "EQUALIZATION DIVIDEND") on the form of Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) is made in the form of shares of common stock of the party making the Special Distribution, the Exchange Ratio shall be adjusted as provided for in Section 2.01(b). If any Special Distribution (or portion thereof) is made in the form of cash, then the other party shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Common Stock, in an amount per share of Plum Creek Common Stock equal to the Dividend Differential, such dividend to be payable to holders of record of Common Shares on a record date not less than three days prior to the Closing Date and such dividend to be paid at least one Business Day prior to the Closing Date. For purposes of this Agreement, "DIVIDEND DIFFERENTIAL" shall mean the excess (Acalculated in US dollars), if any, of (x) the Special Distribution Per aggregate amount of the cash dividends per share that a holder of a Common Share would have received (or been entitled to receive upon the occurrence of the relevant payment date whether or not such date falls before, on or after the Estimated Closing Date) had the Effective Date been the date of this Agreement and such holder received the Merger Consideration in respect of such share in the form of Parent Ordinary Shares (rounding to the nearest Pound .01) on the date of this Agreement and held such Merger Consideration until the Estimated Closing Date, over (y) the aggregate amount of the cash dividends per share that a holder of a Common Share would have received (or been entitled to receive upon the occurrence of the relevant payment date whether or not such date falls before, on or after the Estimated Closing Date) had such holder held such Common Share from the date of this Agreement until the Estimated Closing Date (without taking account of the Equalization Dividend). For purposes of calculating the Dividend Differential, each dividend paid by Parent on Parent Ordinary Shares which was denominated in pounds sterling shall be converted into equivalent US dollar amounts using the spot rate of exchange (as published in The Wall Street Journal (National Edition) or, if not reported therein, such other generally-recognized authoritative source as is mutually acceptable to the parties) on the date such dividend was paid by Parent (or if such dividend has not yet been paid on the last Business Day preceding the date of declaration of the Equalization Dividend, and rounded to the nearest $.01) and no interest on any amount shall be deemed paid or accrued. When calculating the Dividend Differential it shall be assumed that the amount of a cash dividend per share in each of (x) and (y), above, is the amount of such cash dividend prior to any withholding Tax being levied and exclusive of any applicable United Kingdom Tax credit. The Equalization Dividend shall be paid exclusively from the assets held by the Company and its Subsidiaries prior to the Merger and shall not be funded, directly or indirectly, by Parent or any of its affiliates. Following determination of the Estimated Closing Date, Parent and the Company shall not declare any dividend on the Common Shares and Parent Ordinary Shares, as applicable (other than (1) the Equalization Dividend and (2) any Parent dividend which by agreement of the parties has been taken into account in calculating the Dividend Differential as if the record date shall have already occurred but which has not yet been declared by Weyerhaeuser Parent but is anticipated to be declared with respect a record date prior to each Weyerhaeuser Common Share multiplied by (B) the Exchange RatioEffective Time), which dividend has a record date prior to the Effective Date.

Coordination of Dividends. (a) Weyerhaeuser Parent and Plum Creek Company shall coordinate with each other to designate in designating the same record and payment dates for any quarterly dividends or distributions to its stockholders, including a Tax Dividend, declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such occur. In the event that a dividend or distribution with respect to the shares of Company Common Stock permitted under the terms of this Agreement has (i) no holder of Weyerhaeuser Common Shares or Plum Creek Common Stock will receive two dividends, or fail a record date prior to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser Common Shares or its shares of Plum Creek Common Stock, including Weyerhaeuser Common Shares issued in connection with the Merger, Effective Time and (ii) has not been paid as of the quarterly payments of dividends to Effective Time, the holders of Weyerhaeuser shares of Company Common Shares (and any necessary adjustments Stock shall be entitled to Plum Creek’s schedule for receive such dividend or distribution after the quarterly declaration of dividends and Effective Time on the record dates and appropriate payment dates relating thereto) will date and, in connection therewith, the Company shall deposit such dividend or distribution with the Exchange Agent to be made substantially paid to such holders in accordance with Weyerhaeuser’s historical quarterly dividend payment schedule. Section 2.2 in the same manner as the Cash Consideration. Prior to the Closing Date, if the aggregate amount of all (a) dividends paid by the Company on or prior to the date of this Agreement plus (b) If either party determines, all Quarterly Dividends after consultation with its nationally recognized Tax counsel and with the other party, date of this Agreement is less than the amount that it is necessary should be paid as a dividend to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, or any combination thereof) in respect of, Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, in order distribute to meet the distribution requirements Company’s stockholders the amounts set forth in Section 857(a(i) through (iv) of the Code and definition of “Tax Dividend” or otherwise necessary for the Company to maintain its qualification as a REIT under RIC as reasonably determined by the Code or applicable state Law (Company, the Company shall declare a Tax Dividend. For all federal income tax purposes, to the fullest extent permitted by Applicable Law, Parent and the Company shall treat the payments of any such distributionTax Dividend by the Exchange Agent, as agent on behalf of the Company, pursuant to Section 2.2 as a “Special Distribution”, and payment of a dividend considered to have been paid by the Company in the Company’s last federal income tax year pursuant to Section 855 of the Code. The amount of any Tax Dividend declared by the Company shall reduce the Parent Cash Consideration by an amount equal to the per share amount of such distributionTax Dividend; provided, that if the “Special Distribution Per Share”)aggregate amount of all such Tax Dividends declared on or after the date hereof exceeds the amount of the Parent Aggregate Cash Consideration, it shall (i) notify the other party promptly (and in any event within 24 hours) of such determination, including the size and character of such Special Distribution Parent and the reasons therefor, (ii) Company shall negotiate in good faith to the maximum extent possible, make the Special Distribution in the form of Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) is made in the form of shares of common stock of the party making the Special Distribution, adjust the Exchange Ratio shall be adjusted as provided to account for in Section 2.01(b). If any Special Distribution (or portion thereof) is made in the form of cash, then the other party shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Common Stock, in an amount per share of Plum Creek Common Stock equal to (A) the Special Distribution Per Share declared by Weyerhaeuser with respect to each Weyerhaeuser Common Share multiplied by (B) the Exchange Ratiosuch Tax Dividends.

Coordination of Dividends. (a) Weyerhaeuser Parent and Plum Creek the Company shall coordinate with each other to designate in designating the same record and payment dates for any quarterly dividends or distributions to its stockholders, including a Tax Dividend, declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such occur. In the event that a dividend or distribution with respect to the shares of Company Common Stock permitted under the terms of this Agreement has (i) no holder of Weyerhaeuser Common Shares or Plum Creek Common Stock will receive two dividends, or fail a record date prior to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser Common Shares or its shares of Plum Creek Common Stock, including Weyerhaeuser Common Shares issued in connection with the Merger, Effective Time and (ii) has not been paid as of the quarterly payments of dividends to Effective Time, the holders of Weyerhaeuser shares of Company Common Shares (and any necessary adjustments Stock shall be entitled to Plum Creek’s schedule for receive such dividend or distribution after the quarterly declaration of dividends and Effective Time on the record dates and appropriate payment dates relating thereto) will date and, in connection therewith, the Company shall deposit such dividend or distribution with the Exchange Agent to be made substantially paid to such holders in accordance with Weyerhaeuser’s historical quarterly dividend payment schedule. Section 2.2 in the same manner as the Cash Consideration. Prior to the Closing Date, if the aggregate amount of all (a) dividends paid by the Company on or prior to the date of this Agreement plus (b) If either party determines, all Quarterly Dividends paid after consultation with its nationally recognized Tax counsel and with the other party, date of this Agreement is less than the amount that it is necessary should be paid as a dividend to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, or any combination thereof) in respect of, Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, in order distribute to meet the distribution requirements Company’s stockholders the amounts set forth in Section 857(a(i) through (iv) of the Code and definition of “Tax Dividend” or otherwise necessary for the Company to maintain its qualification as a REIT under RIC as reasonably determined by the Code or applicable state Law (Company, the Company shall declare a Tax Dividend. For all federal income tax purposes, to the fullest extent permitted by Applicable Law, Parent and the Company shall treat the payments of any such distributionTax Dividend by the Exchange Agent, as agent on behalf of the Company, pursuant to Section 2.2 as a “Special Distribution”, and payment of a dividend considered to have been paid by the Company in the Company’s last federal income tax year pursuant to Section 855 of the Code. The amount of any Tax Dividend declared by the Company shall reduce the Parent Cash Consideration by an amount equal to the per share amount of such distributionTax Dividend; provided, that if the “Special Distribution Per Share”)aggregate amount of all such Tax Dividends declared on or after the date hereof exceeds the amount of the Parent Cash Consideration, it shall (i) notify the other party promptly (and in any event within 24 hours) of such determination, including the size and character of such Special Distribution Parent and the reasons therefor, (ii) Company shall negotiate in good faith to the maximum extent possible, make the Special Distribution in the form of Weyerhaeuser Common Shares or shares of Plum Creek Common Stock, as applicable, and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) is made in the form of shares of common stock of the party making the Special Distribution, adjust the Exchange Ratio shall be adjusted as provided to account for in Section 2.01(b). If any Special Distribution (or portion thereof) is made in the form of cash, then the other party shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Common Stock, in an amount per share of Plum Creek Common Stock equal to (A) the Special Distribution Per Share declared by Weyerhaeuser with respect to each Weyerhaeuser Common Share multiplied by (B) the Exchange Ratiosuch Tax Dividends.

Coordination of Dividends. (a) Weyerhaeuser Potlatch and Plum Creek Deltic shall coordinate with each other to designate the same record and payment dates for any quarterly dividends or distributions declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such that (i) no holder of Weyerhaeuser shares of Potlatch Common Shares Stock or Plum Creek shares of Deltic Common Stock will receive two dividends, or fail to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser shares of Potlatch Common Shares Stock or its shares of Plum Creek Deltic Common Stock, including Weyerhaeuser shares of Potlatch Common Shares Stock issued in connection with the Merger, and (ii) the quarterly payments of dividends to the holders of Weyerhaeuser shares of Potlatch Common Shares Stock (and any necessary adjustments to Plum CreekDeltic’s schedule for the quarterly declaration of dividends and the record dates and payment dates relating thereto) will be made substantially in accordance with WeyerhaeuserPotlatch’s historical quarterly dividend payment schedule. (b) If either party Potlatch determines, after consultation with its nationally recognized Tax counsel and with the other partyDeltic, that it is necessary to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Potlatch Common Stock, as applicable, or any combination thereof) in respect of, Weyerhaeuser Common Shares or of shares of Plum Creek Potlatch Common Stock, as applicable, Stock in order to meet the distribution requirements set forth in Section 857(a) of the Code and maintain its qualification as a REIT under the Code or applicable state Law Law, to the extent in excess of the distributions permitted by Section 5.01(a)(i)(A)(x) of this Agreement (any such excess distribution, a “Special Distribution”, ,” and the per share amount of such distribution, the “Special Distribution Per Share”), ) it shall (i) notify the other party Deltic as promptly (as practicable after such determination, and in any event within 24 hours) of such determinationno less than 10 Business Days prior to the Closing, including the size and character of such Special Distribution and the reasons therefor, (ii) to the maximum extent possiblepracticable, make the Special Distribution in the form of Weyerhaeuser Common Shares or shares of Plum Creek Potlatch Common Stock, as applicable, Stock and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) has a record date prior to the Effective Time and is made in the form of shares of common stock of the party making the Special DistributionPotlatch Common Stock, the Exchange Ratio shall be adjusted as provided for in Section 2.01(b). If any Special Distribution (or portion thereof) has a record date prior to the Effective Time and is made in the form of cash, then the other party Deltic shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Deltic Common Stock, in an amount per share of Plum Creek Deltic Common Stock equal to (A) the Special Distribution Per Share declared by Weyerhaeuser Potlatch with respect to each Weyerhaeuser share of Potlatch Common Share Stock multiplied by (B) the Exchange Ratio.

Coordination of Dividends. (a) Weyerhaeuser Potlatch and Plum Creek Deltic shall coordinate with each other to designate the same record and payment dates for any quarterly dividends or distributions declared in accordance with this Agreement in any calendar quarter in which the Closing Date might reasonably be expected to occur such that (i) no holder of Weyerhaeuser shares of Potlatch Common Shares Stock or Plum Creek shares of Deltic Common Stock will receive two dividends, or fail to receive one dividend, for any single calendar quarter with respect to its Weyerhaeuser shares of Potlatch Common Shares Stock or its shares of Plum Creek Deltic Common Stock, including Weyerhaeuser shares of Potlatch Common Shares Stock issued in connection with the Merger, and (ii) the quarterly payments of dividends to the holders of Weyerhaeuser shares of Potlatch Common Shares Stock (and any necessary adjustments to Plum CreekDeltic’s schedule for the quarterly declaration of dividends and the record dates and payment dates relating thereto) will be made substantially in accordance with WeyerhaeuserPotlatch’s historical quarterly dividend payment schedule. (b) If either party Potlatch determines, after consultation with its nationally recognized Tax counsel and with the other partyDeltic, that it is necessary to declare, set aside or pay any dividend on, or make any other distribution (in cash or Weyerhaeuser Common Shares or shares of Plum Creek Potlatch Common Stock, as applicable, or any combination thereof) in respect of, Weyerhaeuser Common Shares or of shares of Plum Creek Potlatch Common Stock, as applicable, Stock in order to meet the distribution requirements set forth in Section 857(a) of the Code and maintain its qualification as a REIT under the Code or applicable state Law Law, to the extent in excess of the distributions permitted by ‎Section 5.01(a)(i)(A)(x) of this Agreement (any such excess distribution, a “Special Distribution”, ,” and the per share amount of such distribution, the “Special Distribution Per Share”), ) it shall (i) notify the other party Deltic as promptly (as practicable after such determination, and in any event within 24 hours) of such determinationno less than 10 Business Days prior to the Closing, including the size and character of such Special Distribution and the reasons therefor, (ii) to the maximum extent possiblepracticable, make the Special Distribution in the form of Weyerhaeuser Common Shares or shares of Plum Creek Potlatch Common Stock, as applicable, Stock and (iii) be entitled to declare and pay such Special Distribution. If any Special Distribution (or portion thereof) has a record date prior to the Effective Time and is made in the form of shares of common stock of the party making the Special DistributionPotlatch Common Stock, the Exchange Ratio shall be adjusted as provided for in Section ‎Section 2.01(b). If any Special Distribution (or portion thereof) has a record date prior to the Effective Time and is made in the form of cash, then the other party Deltic shall be entitled to declare and pay a dividend per share (1) in the case of Weyerhaeuser, to holders of Weyerhaeuser Common Shares, in an amount per Weyerhaeuser Common Share equal to (x) the Special Distribution Per Share declared by Plum Creek with respect to each share of Plum Creek Common Stock divided by (y) the Exchange Ratio and (2) in the case of Plum Creek, to holders of shares of Plum Creek Deltic Common Stock, in an amount per share of Plum Creek Deltic Common Stock equal to (A) the Special Distribution Per Share declared by Weyerhaeuser Potlatch with respect to each Weyerhaeuser share of Potlatch Common Share Stock multiplied by (B) the Exchange Ratio.