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

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) of this Agreement, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof11(a)(iii)) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or or, following a Triggering Event, Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6November 19, 2007 2006 (the "Final Expiration Date"), (ii) the consummation time at which the Rights are redeemed as provided in Section 23 of a transaction contemplated by Section 13(d) hereofthis Agreement (the "Redemption Date"), or (iii) the time at which the such Rights are redeemed or terminated exchanged as provided in Section 23 hereof 24 of this Agreement (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the The registered holder of any Rights Certificate evidencing exercisable Rights may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereofthis Agreement) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof related certification properly completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price for each Right being exercised (except as provided such amount may be reduced (including to zero) pursuant to Section 11(a)(iii)) and an amount equal to any applicable tax or charge required to be paid by the holder of such Rights Certificate in accordance with Section 11(q9(e) hereof) with respect in cash, certified check, cashier's check, wire transfer, bank draft or money order payable to the total number order of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereofCompany), at or prior to the earliest of (i) the close Close of business Business on October 6, 2007 the tenth anniversary hereof (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof23 (the "Redemption Date"), or and (iii) the time at which the such Rights are redeemed or terminated exchanged as provided in Section 23 hereof 24 (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 628, 2007 2006 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a24(b) hereof) in whole or in part at any time after the Rights Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of shares (in one one-hundredth (.01) of a share increments) of Series A Preferred Share Fractions Stock (or Common Sharesother shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6December 31, 2007 2006 (the "Final Expiration Date"), and (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and or (iiiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, together with such other and further documentation as the Rights Agent may reasonably require, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions Units (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or or, following the occurrence of a Triggering Event, Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business 5:00 P.M., New York City, New York time, on October 615, 2007 2010 (such date, the "Final Expiration Date"), (ii) the consummation time at which all of a transaction contemplated by the Rights are redeemed or exchanged as provided in Section 13(d) 23 or Section 24 hereof, respectively, or (iii) the time at which all of the Rights are redeemed or terminated as provided in rights expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one two-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6March 10, 2007 2016 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business 5:00 P.M., New York City time, on October 6December 11, 2007 2017 (the "“Final Expiration Date"), ”) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 and Section 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein in this Agreement including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii1l(a)(iii), Section 23(a) and Section 23(a) hereof24) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate certification on the reverse side thereof of or accompanying the Rights Certificate duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each share of Preferred Share Fractions Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6, 2007 July 9,2009 (the "“Final Expiration Date"”), ; (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof 23; or (iii) the time at which such rights are exchanged as provided in Section 24 (the earlier of (i), (ii) and (iii) such times being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6December 31, 2007 2005 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").,

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions 1/1,000s of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of of: (i) the close Close of business Business on October 6November 14, 2007 (the "Final Expiration Date"), ; (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated (the "Redemption Date"), as provided in Section 23 hereof; or (iii) the time at which such Rights are exchanged (the "Exchange Date"), as provided in Section 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) 23 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandths of a share (or Common Sharesother shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Redemption Date").) or

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions Units (or or, following the occurrence of a Triggering Event, Common SharesStock of the Company, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, or 23 hereof and (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof)) with respect to the surrendered Rights for the total number of the Preferred Share Stock Fractions (or Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6November 19, 2007 2008 (the "Final Expiration Date"), ) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSECTION 7(e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein in this Agreement including, without limitation, the restrictions on exercisability set forth in Section SECTION 9(c), Section SECTION 11(a)(iii), SECTION 23(a) and Section 23(a) hereofSECTION 24) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof of the Rights Certificate duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each share of Preferred Share Fractions Class A Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6August 25, 2007 2007, (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, time at which the Rights are redeemed as provided in SECTION 23 or (iii) the time at which the Rights such rights are redeemed or terminated exchanged as provided in Section 23 hereof SECTION 24 (the earlier of (i)the times, (ii) and (iii) being herein referred to as the "Expiration Date")).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one two-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, and an amount equal to any applicable transfer tax, at or prior to the earliest earlier of (i) the close of business on October 6July 24, 2007 2008 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and 11(a)(iii),and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandth of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6April 13, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purposein New York, New York, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one two-hundredth of a share of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) Stock as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close Close of business Business on October 6February 23, 2007 2008 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof23, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 24, or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Except as otherwise provided herein, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof23 hereof (the "REDEMPTION DATE"), or (iii) the time at which the such Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and or (iii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) 23 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Sharesother shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier "Redemption Date") or (iii) the time at which such Rights are exchanged as provided in Section 24 hereof (the earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii11(a)(3) and Section 23(a) hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a Preferred Share Fractions (or Common Sharesor, following the occurrence of a Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i)hereof, (ii) and or (iii) the time which the Rights expire pursuant to Section 13(d) hereof (being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), at any time after the registered Distribution Date, the holder of record of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingin this Agreement, including without limitation, the restrictions on exercisability set forth in Section 9(c9(b), Section 11(a)(iii) and Section 23(a) hereof) )), in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate contained in the form of election to purchase on the reverse side thereof duly executedexecuted (with such signature duly guaranteed), to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a Junior Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) , as to which such surrendered Rights are then exercisable (except exercisable), subject to adjustment as provided in Section 11(q) hereof)this Agreement, at or prior to the earliest earlier of (i) the close Close of business Business on October 6July 11, 2007 2012 (as such date may be extended by the Board of Directors) (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) such date being herein referred to as the "Expiration Date"), or (iii) the time at which such Rights are exchanged as provided in Section 24.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) ), Section 23 and Section 23(a24(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or following the occurrence of a Triggering Event, Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) 5:00 P.M., New York City time, on January 31, 2015 (such time and date, as it may be extended by the close of business on October 6Board, 2007 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which all of the Rights are redeemed or terminated exchanged as provided in Section 23 hereof or Section 24 hereof, respectively (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a) 24 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of shares of one one-thousandth of a share of Preferred Share Fractions Stock (or or, following the occurrence of a Triggering Event, Class A Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a11(a)(iii) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6August 1, 2007 2017 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the Rights are redeemed exchanged for Common Shares or terminated Preferred Shares as provided in Section 23 24 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business 5:00 P.M., New York City time, on October 6[ ], 2007 2017 (the "“Final Expiration Date"), ”) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 and Section 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest earlier of (i) the close Close of business Business on October 6November 21, 2007 2008 (the "Final Stated Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Except as otherwise provided herein, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof23 hereof (the "REDEMPTION DATE"), or (iii) the time at which the such Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and or (iii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or shares of Common SharesStock, preferred shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6November 14, 2007 2006 (the "Final Expiration Date"), and (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject At any time which is both after the Distribution Date and prior to subsection the earliest of (ei) the Close of Business on October 9, 2022, (ii) the time at which the Rights are redeemed as provided in Section 23 hereof, (iii) the closing of any merger or other acquisition transaction involving the Company pursuant to an agreement of the type described in clause (D) of the proviso to subclause (iv) of the definition of Beneficial Ownership in Section 1(c) hereof, at which time the Rights are terminated, and (iv) the time at which the Rights are exchanged as provided in Section 24 hereof (the earliest of (i), (ii), (iii) and (iv) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date part, upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the principal office or offices agency of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to for the total number of Units of Preferred Share Fractions Stock (or Common Shares, other securities, cash securities or other assets, as the case may be) as to for which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date")exercisable.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(cSections 11(a)(iii), Section 11(a)(iii23(b) and Section 23(a24(b) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to each surrendered Right for the total number of Preferred Share Fractions Shares (or Common Shares, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close of business on October 6November 10, 2007 2009 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d23 hereof (the "Redemption Date") hereof, or (iii) the time at which the all exercisable Rights are redeemed or terminated exchanged by the Company as provided in Section 23 24 hereof (the earlier of (i), (ii) and (iii) such earliest date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Sections 7(e) and 7(g) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purposeAgent, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one ten-thousandth of a Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close of business on October 6November 1, 2007 2008 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the such Rights are redeemed or terminated exchanged (the "Exchange Date") as provided in Section 23 24 hereof, or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) and Section 27 hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal its corporate trust office or offices of the Rights Agent designated for such purposein Chicago, Illinois, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock (or Common Shares, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest close of business on the earlier of (i) the close of business on October 6May 9, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by date on which the Rights are redeemed as provided in Section 13(d) hereof23, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 27 hereof, or (iv) the time at which Rights expire pursuant to Section 13(d) hereof (the such earlier of (i), (ii) and (iii) date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to subsection the earlier of (ei) the Close of Business on the tenth anniversary hereof (the "FINAL EXPIRATION DATE"), (ii) the time at which the Rights are redeemed as provided in Section 23 hereof and (iii) the time at which the Rights are exchanged as provided in Section 34 hereof (the earlier of (i), (ii) and (iii) being the "EXPIRATION DATE"), the registered holder of any Rights Certificate may may, subject to the provisions of Sections 7(e), 9(c) and 11(a)(ii) hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(qhereinafter defined) hereof) with respect to for the total number of Units of Preferred Share Fractions Stock (or Common Sharesor, following a Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date")exercisable.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock of the Company (or Common Sharesor, following the occurrence of a Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, in the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one one-thousandth of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close of business on October 6December 28, 2007 2015 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed (the “Redemption Date”) as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the Rights are redeemed or terminated exchanged (the “Exchange Date”) as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) 23 hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-hundredths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) 5:00 P.M., Boston time, on December 18, 2016, or such later date as may be established by the close Board prior to the expiration of business on October 6the Rights (such date, 2007 (as it may be extended by the Board, the "Final Expiration Date"), " or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 and Section 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, or 23 hereof and (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock of the Company (or Common Sharesor, following the occurrence of a Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, or 23 hereof and (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October 612, 2007 2009 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof or (iii) the date on which such Rights are exchanged as provided in Section 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on or exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase Purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October 6March 17, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date")) or (iii) the time at which such Rights are exchanged as provided in Section 24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)7.1 Except as otherwise provided herein, the Rights shall become exercisable on the Distribution Date, and thereafter, the registered holder of any Right Certificate (other than a holder whose Rights Certificate may have become void pursuant to Section 11.1.2 or have been exchanged pursuant to Section 24) may, subject to Section 11.1.2 and except as otherwise provided herein, exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the its principal office or offices of the Rights Agent designated for such purposeoffice, together with payment of the aggregate Purchase Price (except as provided in for each one one-thousandth of a Preferred Share represented by a Right that is exercised and an amount equal to any applicable transfer tax required to be paid pursuant to Section 11(q) hereof) with respect 9, prior to the total number of Preferred Share Fractions time (or Common Shares, other securities, cash or other assets, as the case may be“Expiration Date”) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to that is the earliest of (i) the close Close of business Business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed pursuant to Section 13(d) hereof23, or (iii) the time at which the Rights are redeemed exchanged pursuant to Section 24 and (iv) the Closing of any merger or terminated as provided other acquisition transaction involving the Company pursuant to Agreement described in Section 23 hereof (the earlier of (i), (iiSections 1.3.2(i)(z) and (iii) being herein referred to as 13.3 at which time the "Expiration Date")Rights are terminated.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6November 17, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof, or (iii), the time at which such Rights are ex- changed pursuant to Section 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6September 24, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-hundredths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6January 30, 2007 2006 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to before the earliest of (i) the close of business on October 6March 13, 2007 2008 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the such Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business 5:00 P.M., New York time, on October 629, 2007 2011, or such later date as may be established by the Board of Directors prior to the expiration of the Rights (such date, as it may be extended by the Board of Directors, the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, Stock or other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) any expiration of the consummation of a transaction contemplated by Rights pursuant to Section 13(d) hereof), or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof hereof, or (iv) the earlier of time at which the Rights are exchanged as provided in Sectxxx 00 (ixxx xxxxxxxx xx (x), (iixx), (xxx) and xxx (iiiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof)) with respect to the surrendered Rights for the total number of the Preferred Share Stock Fractions (or Common SharesStock, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6November 28, 2007 2005 (the "Final Expiration Date"), ) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-hundredths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6March 21, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one two-hundredths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6September 11, 2007 2006 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated exchanged as provided in Section Sections 23 and 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, along with a signature guarantee and such other and further documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6August 4, 2007 2005 (the "Final Expiration DateFINAL EXPIRATION DATE"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October 6March 31, 2007 2010 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a24(b) hereof) in whole or in part at any time after the Rights Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of shares (in one one-hundredth (.01) of a share increments) of Preferred Share Fractions Stock (or Common Sharesother shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6December 31, 2007 2006 (the "Final Expiration Date"), and (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), at any time after the registered Distribution Date, the holder of record of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingin this Agreement, including without limitation, the restrictions on exercisability set forth in Section 9(c9(b), Section 11(a)(iii) and Section 23(a) hereof) )), in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate contained in the form of election to purchase on the reverse side thereof duly executedexecuted (with such signature duly guaranteed), to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a Junior Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) , as to which such surrendered Rights are then exercisable (except exercisable), subject to adjustment as provided in Section 11(q) hereof)this Agreement, at or prior to the earliest earlier of (i) the close Close of business Business on October 6February 19, 2007 2011 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) such date being herein referred to as the "Expiration Date"), or (iii) the time at which such Rights are exchanged as provided in Section 24.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a11(a)(iii) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly completed and executed, either manually or by facsimile signature, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-hundredths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close of business on October 6July 1, 2007 2016 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”), or (iii) the time at which such Rights are exchanged as provided in Section 24.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein in this Agreement including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a) hereof24) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof of the Rights Certificate duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one one-hundredth of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6December 31, 2007 2010, (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 or (iii) the time at which the Rights such rights are redeemed or terminated exchanged as provided in Section 23 hereof 24 (the earlier of (i)the times, (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6May __, 2007 2016 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof or (iii) the time at which such Rights are exchanged pursuant to Section 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) 5:00 P.M., New York City time, on the close tenth (10th) anniversary of business on October 6the Rights Dividend Declaration Date or such later date as may be established by the Board prior to the expiration of the Rights (such date, 2007 (as it may be extended by the "Board, the “Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof or all of the Rights are exchanged as provided in Section 24 (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof)) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October 6May 11, 2007 2009 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 hereof 24 (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date"). (b) The Purchase Price for each share of Common Stock pursuant to the exercise of a Right shall initially be $50, and shall be subject to adjustment from time to time as provided in Sections 11 and 13(a) and shall be payable in accordance with paragraph (c) below.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) ), and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a Preferred Share Fractions (or or, following the occurrence of a Triggering Event, Common Shares, other securities, cash cash, or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October 6December 13, 2007 2020 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or and (iii) the time at which the Rights are redeemed or terminated exchanged in full as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) ), and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c9(e), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof23 hereof (the "Redemption Date", or (iii) the time at which the Rights expire pursuant to Section 13(d) hereof or (iv) the time at which such Rights are redeemed or terminated exchanged as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and ), (iii) or (iv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) and the last sentence of Section 23(a) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability exercise set forth in Section 9(c), Section 11(a)(iii) and Section 23(a12(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock (or Common Sharesother shares, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6September 15, 2007 2010 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business 5:00 P.M., New York City time, on October 6April 22, 2007 2008, (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed or exchanged as provided in Section 13(d) hereof, 23 and Section 24 hereof or (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier of (i), (ii) and or (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, including the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof)) in whole or in part at any time after the Close of Business on the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executedexecuted with signature guaranteed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October May 6, 2007 2013 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof or (iii) the time at which such Rights are exchanged pursuant to Section 24 (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii), Section 23(a) and Section 23(a24(b) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment (in accordance with subsection (c) of this Section 7) of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6February , 2007 2017 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the “Redemption Date”) (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the The registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(cherein), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part part, at any time after the Distribution Date Date, upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the principal office or offices of designated by the Rights Agent designated for such purposepurposes, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each Unit or share of Preferred Share Fractions Stock (or Common Sharesor, following a Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close Close of business Business on October 6, 2007 the eighteen month anniversary of the date hereof (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof hereof, (iii) the time at which the rights expire as provided in Section 13(f) hereof, (iv) the time at which the Rights are exchanged as provided in Section 24 hereof, and (v) the time of the consummation by the Company of the Relevant Transaction (the earlier of (i), (ii), (iii), (iv) and (iiiv) being herein referred to as the "“Expiration Date"”), at which time the Rights are deemed terminated.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of one-tenth of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one-tenths of one share of Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close Close of business Business on October 6December 22, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common SharesStock of the Company, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or exchanged as provided in Section 29 hereof or (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to each surrendered Right for the total number of Preferred Share Fractions shares (or Common Shares, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6March 25, 2007 2006 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions shares of Common Stock of the Company (or Common Sharesor, following the occurrence of a Triggering Event, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are re deemed as provided in Section 13(d) hereof, or 23 hereof and (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one two-hundredths of a share of Preferred Share Fractions Stock (or or, following a Triggering Event, Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6, 2007 (the "Final Rights Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iiiii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) a. Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c9 (c), Section 11(a)(iii11(a) (iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-hundredths of a share of Preference Stock (or or, following the occurrence of a Triggering Event, Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business 5:00 P.M., Fort Xxxxx, Indiana time, on October 6February 28, 2007 2011 (such date, the "Final Expiration Date"), (ii) the consummation time at which all of a transaction contemplated by the Rights are redeemed or exchanged as provided in Section 13(d) 23 or Section 24 hereof, respectively, or (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6December 31, 2007 2017 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof or (iii) the time at which such Rights are exchanged pursuant to Section 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to each surrendered Right for the total number of Preferred Share Fractions shares (or Common Shares, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6July___ , 2007 [2010], or such later date as may be established by the Board of Directors prior to the expiration of the Rights (such date, as it may be extended by the Board, (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one-one thousandth of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest earlier of (i) the close of business on October 6December 16, 2007 2013 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the such Rights are redeemed or terminated exchanged (the “Exchange Date”) as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, in the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purposepurpose accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one one-thousandths of a share of Preferred Share Fractions Stock (or Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close Close of business Business on October 6July 22, 2007 2019 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed (the “Redemption Date”) as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the Rights are redeemed or terminated exchanged (the “Exchange Date”) as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, along with a signature guarantee and such other and further documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-thousandths of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6February __, 2007 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, along with a signature guarantee and such other and further documentation as the Rights Agent may reasonably request, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6January 22, 2007 2006 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to subsection the earlier of (ei) the Close of Business on the third anniversary hereof (the “Final Expiration Date”), (ii) the time at which the Rights are redeemed as provided in Section 23 hereof, (iii) the time at which the Rights are exchanged as provided in Section 24 hereof, at which time the Rights are deemed terminated (the earlier of (i), (ii), and (iii) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, including without limitation Sections 7(e), 7(f), 9(c), 11(a) and 23 hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to for the total number of Units of Preferred Share Fractions Stock (or Common Sharesor, following a Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date")exercisable.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof and except as otherwise provided in this Agreement, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part any portion thereof at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths (1/100) of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6September 12, 2007 2011 unless otherwise extended (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one one-thousandth of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest earlier of (i) the close of business on October 6June 4, 2007 2013 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the such Rights are redeemed or terminated exchanged (the “Exchange Date”) as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandth of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6January 31, 2007 2006, (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandths of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business 5:00 P.M. Eastern time, on October 6December 22, 2007 2008 (the "Final Expiration DateFINAL EXPIRATION DATE"), ) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 and Section 24 hereof (the earlier of (i), (ii) and (iiiii) being herein referred to as the "Expiration DateEXPIRATION DATE").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereofherein) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to for the total number of Preferred Share Fractions Common Shares (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close of business on October 6on___________ ___, 2007 2009 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Redemption Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein includingherein, including without limitation, the restrictions on exercisability set forth in Section 9(c) Section 11(a)(iii), Section 11(a)(iii23(a) and Section 23(a24(b) hereof) in whole or in part at any time after the Rights Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of shares (in one one-hundredth (.01) of a share increments) of Preferred Share Fractions Stock (or Common Sharesother shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close of business on October 6December 31, 2007 (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (eSection 7(e), the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section 9(c9(b), Section 11(a)(iii) and Section 23(a) hereof) )), in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executedexecuted (with such signature duly guaranteed), to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shareseach Right exercised, other securities, cash or other assets, subject to adjustment as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)hereinafter provided, at or prior to the earliest earlier of (i) the close Close of business Business on October 6February 20, 2007 2012 (the "Final Expiration DateFINAL EXPIRATION DATE"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) such date being herein referred to as the "Expiration DateEXPIRATION DATE")) and (iii) the time at which such Rights are exchanged as provided in Section 24 hereof.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, in the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one one-thousandth of a share of Preferred Share Fractions Stock (or Common SharesStock, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest of (i) the close Close of business Business on October 6September 2, 2007 2015 (the "“Final Expiration Date"”), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed (the “Redemption Date”) as provided in Section 13(d) hereof, 23 hereof or (iii) the time at which the Rights are redeemed or terminated exchanged (the “Exchange Date”) as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Right Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein herein, including, without limitation, the restrictions on exercisability set forth in Section Sections 9(c), Section 11(a)(iii), 23(a) and Section 23(a24(b) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Right Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal designated office or offices of the Rights Agent designated for such purposeAgent, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to for the total number of Preferred Share Fractions shares of Common Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 200_ (the "Final Expiration Date"), or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and or (iii) the time at which all exercisable Rights are exchanged as provided in Section 24 hereof (such earliest date being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly and properly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number for each one-one hundredth of a share of Preferred Share Fractions Stock (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered the Rights are then exercisable (except as provided in Section 11(q) hereof)exercised, at or prior to the earliest earlier of (i) the close of business on October 6June 30, 2007 2008 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the such Rights are redeemed or terminated exchanged (the "Exchange Date") as provided in Section 23 24 hereof, or (iv) the time at which the Rights expire pursuant to Section 13(d) hereof (the earlier earliest of (i), (ii), (iii) and (iiiiv) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions one one-thousandth of a share (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6July 31, 2007 2016 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, or 23 hereof and (iii) the time at which the such Rights are redeemed or terminated as provided in exchanged pursuant to Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) ), Section 23(a), and Section 23(a24(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of one one-hundredths of a Preferred Share Fractions (or or, following the occurrence of a Triggering Event, Common Shares, other securities, cash cash, or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6September 3, 2007 (the "Final Expiration Date")2019, (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) 23 hereof, or (iii) the time at which the Rights are redeemed or terminated exchanged in full as provided in Section 23 24 hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject Prior to subsection the earliest of (ei) the earlier of (x) the Close of Business on June 23, 2016 and (y) the first Business Day following the date on which the Company effects a distribution to, or an exchange offer with, its holders of Common Stock in respect of all of the outstanding shares of the Subsidiary of the Company formed to effect the separation of the Company’s real estate into a separate publicly traded company (the “Final Expiration Date”), (ii) the time at which the Rights are redeemed as provided in Section 23 hereof and (iii) the time at which the Rights are exchanged as provided in Section 24 hereof (the earlier of (i), (ii) and (iii) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, including without limitation Sections 7(e), 7(f), 9(c), 11(a) and 23 hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part part, at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to for the total number of Units of Preferred Share Fractions Stock (or Common Sharesor, following a Triggering Event, other securities, cash or other assets, as the case may be) as to for which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date")exercisable.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, at any time after the Distribution Date, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions Common Shares of the Company (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by time at which the Rights are redeemed as provided in Section 13(d) hereof, 23 hereof or exchanged as provided in Section 29 hereof or (iii) the time at which the Rights are redeemed or terminated as provided in expire pursuant to Section 23 13(d) hereof (the earlier earliest of (i), (ii) and (iii) being herein referred to as the "“Expiration Date"”).

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof)) with respect to the surrendered Rights for the total number of the Preferred Share Stock Fractions (or Common SharesStock, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6December 18, 2007 2006 (the "Final Expiration Date"), ) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e), the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to the total number of Preferred Share Fractions (or Common Shares, other securities, cash or other assets, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6January 27, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date").

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject At any time which is both after the Distribution Date and prior to subsection the earliest of (ei) the Close of Business on May 13, 2021, (ii) the time at which the Rights are redeemed as provided in Section 23 hereof, (iii) the closing of any merger or other acquisition transaction involving the Company pursuant to an agreement of the type described in clause (D) of the proviso to subclause (iv) of the definition of Beneficial Ownership in Section 1(c) hereof, at which time the Rights are terminated, and (iv) the time at which the Rights are exchanged as provided in Section 24 hereof (the earliest of (i), (ii), (iii) and (iv) being the “Expiration Date”), the registered holder of any Rights Certificate may may, subject to the other provisions hereof, exercise the Rights evidenced thereby (except as otherwise provided herein includingthereby, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date part, upon surrender of the Rights Certificate, with the form of election to purchase and the certificate on the reverse side thereof properly completed and duly executed, to the Rights Agent at the principal office or offices agency of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof) with respect to for the total number of Units of a Preferred Share Fractions (or Common Shares, other securities, cash securities or other assets, as the case may be) as to for which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof), at or prior to the earliest of (i) the close of business on October 6, 2007 (the "Final Expiration Date"), (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), (ii) and (iii) being herein referred to as the "Expiration Date")exercisable.

Exercise of Rights; Purchase Price; Expiration Date of Rights. (a) Subject to subsection (e)Section 7(e) hereof, the registered holder of any Rights Certificate may exercise the Rights evidenced thereby (except as otherwise provided herein including, without limitation, the restrictions on exercisability set forth in Section 9(c), Section 11(a)(iii) and Section 23(a) hereof) in whole or in part at any time after the Distribution Date upon surrender of the Rights Certificate, with the form of election to purchase and the certificate set forth on the reverse side thereof and the certificate contained therein duly executed, to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose, together with payment of the aggregate Purchase Price (except as provided in Section 11(q) hereof)) with respect to the surrendered Rights for the total number of the Preferred Share Stock Fractions (or Common SharesStock, other securities, cash securities or other assetsproperty, as the case may be) as to which such surrendered Rights are then exercisable (except as provided in Section 11(q) hereof)exercisable, at or prior to the earliest earlier of (i) the close Close of business Business on October 6March 2, 2007 2011 (the "Final Expiration Date"), ) or (ii) the consummation of a transaction contemplated by Section 13(d) hereof, or (iii) the time at which the Rights are redeemed or terminated as provided in Section 23 hereof (the earlier of (i), ) or (ii) and (iii) being herein referred to as the "Expiration Date").