Common use of Form and Payment; Minimum Transfer Restriction Clause in Contracts

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive form without coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Register or by transfer to an account maintained by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. The Register for the Junior Subordinated Notes shall be kept at the principal office of the Trustee, and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive global form without coupons in minimum denominations of $1,000 2,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Series Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Register or by transfer to an account maintained by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by in writing at least five Business Days prior to the Record Date. The Register for the Junior Subordinated Notes shall be kept at the principal office Corporate Trust Office of the Series Trustee, and the Series Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 2,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 2,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive form without coupons in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Register or by transfer to an account maintained by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. The Register for the Junior Subordinated Notes shall be kept at the principal office Corporate Trust Office of the Trustee, and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 25 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes. (c) Pursuant to the Base Indenture, the Company hereby appoints the Trustee as registrar and “Paying Agent” with respect to the Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the Property Trustee in fully registered definitive form without coupons in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register Register. Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the Property Trustee, the payment of the principal of and interest (including Additional Interest and Additional Tax Sums, if any) on such Junior Subordinated Debentures held by the Property Trustee will be made at such place, or by wire transfer of immediately available funds to an account maintained such account, as may be designated by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record DateProperty Trustee. The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the Trustee, Trustee and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 25 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes Debentures for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes Debentures and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated NotesDebentures.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive global form without coupons in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Series Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Register or by transfer to an account maintained by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by in writing at least five Business Days prior to the Record Date. The Register for the Junior Subordinated Notes shall be kept at the principal office Corporate Trust Office of the Series Trustee, and the Series Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 25 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Except as provided in Section 2.01, the Private Debentures shall be issued to the Trust in fully registered definitive certificated form without coupons in minimum denominations of $100,000 and integral multiples of $1,000 in excess thereof. Exchange Debentures shall be issued in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in certificated form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register or by transfer to an account maintained Register. Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the Property Trustee, the payment of the principal of and interest (including Compounded Interest, Additional Interest and Special Interest, if any) on such Junior Subordinated Debentures held by the Person entitled thereto Property Trustee will be made at such place and to such account as specified in the Register, provided that proper transfer instructions have been received may be designated by the Paying Agent by the Record DateProperty Trustee. The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the Trustee, Trustee and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Private Debentures may be transferred or exchanged only in minimum denominations of $1,000 100,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Private Debentures in a denomination of less than $1,000 100,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be whatsoever (the holder of such Junior Subordinated Notes for any purpose, including but not limited to foregoing restriction being the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes"Minimum Transfer Restriction").

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive global form without coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Series Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Register or by transfer to an account maintained by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by in writing at least five Business Days prior to the Record Date. The Register for the Junior Subordinated Notes shall be kept at the principal office Corporate Trust Office of the Series Trustee, and the Series Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Senior Notes shall be issued in fully registered definitive form without coupons in minimum denominations of $1,000 2,000 and integral multiples of $1,000 in excess thereof. The Senior Notes shall be initially issued in the form of one or more permanent Global Securities, in the form of Exhibit A hereto. Principal and interest on the Junior Subordinated Senior Notes will shall be payable, the transfer of such Junior Subordinated Senior Notes will shall be registrable and such Junior Subordinated Senior Notes will shall be exchangeable for Junior Subordinated Senior Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Securities Register or by transfer to an account maintained by the Person entitled thereto as specified in the Securities Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. The Securities Register for the Junior Subordinated Senior Notes shall be kept at the principal office Corporate Trust Office of the Trustee, and the Trustee is hereby appointed registrar Securities Registrar and Paying Agent for the Junior Subordinated Senior Notes. (b) The Junior Subordinated Senior Notes may be transferred or exchanged only in minimum denominations of $1,000 2,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Senior Notes in a denomination of less than $1,000 2,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Senior Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Senior Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Senior Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the [holders] [Property Trustee] in fully registered definitive form without coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register Register. [Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the Property Trustee, the payment of the principal of and interest (including Additional interest and Additional Tax Sums, if any) on such Junior Subordinated Debentures held by the Property Trustee will be made at such place, or by wire transfer of immediately available funds to an account maintained such account, as may be designated by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. Property Trustee.] The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the Trustee, Trustee and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 _______ and integral multiples of $1,000 _____ in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 _______ shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes Debentures for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes Debentures and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated NotesDebentures.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the Trust in fully registered definitive form without coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal corporate trust office of the Trustee; provided, however, that payment of interest may be made at the option -------- ------- of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register or by transfer to an account maintained Register. Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the property Trustee, the payment of the principal of and interest (including Additional interest, Special Interest and Additional Tax Sums, if any) on such Junior Subordinated Debentures held by the Person entitled thereto Property Trustee will be made at such place and to such account as specified in the Register, provided that proper transfer instructions have been received may be designated by the Paying Agent by the Record DateProperty Trustee. The Register for the Junior Subordinated Notes shall be kept at the principal corporate trust office of the Trustee, and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 100,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 100,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive form without interest coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office of the TrusteeCorporate Trust Office; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Security Register or by wire transfer to an account maintained by the Person entitled thereto as specified in the Security Register, provided that proper transfer instructions have been received by the Paying Agent paying agent by the Record Date. The Security Register for the Junior Subordinated Notes shall be kept at the principal office of the TrusteeCorporate Trust Office, and the Trustee is hereby appointed registrar Security Registrar and Paying Agent paying agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee of Junior Subordinated Notes in a denomination of less than $1,000 shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including including, but not limited to to, the receipt of payments in respect of such Junior Subordinated Notes Notes, and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the [holders] [Property Trustee] in fully registered definitive form without coupons in minimum denominations of $1,000 ____ and integral multiples of $1,000 ____ in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register Register. [Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the Property Trustee, the payment of the principal of and interest (including Additional Interest and Additional Tax Sums, if any) on such Junior Subordinated Debentures held by the Property Trustee will be made at such place, or by wire transfer of immediately available funds to an account maintained such account, as may be designated by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. Property Trustee.] The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the Trustee, Trustee and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 ____ and integral multiples of $1,000 ____ in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 ____ shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes Debentures for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes Debentures and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated NotesDebentures.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive form without coupons in minimum denominations of $1,000 ___ and integral multiples of $1,000 ___ in excess thereof. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Register or by transfer to an account maintained by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. The Register for the Junior Subordinated Notes shall be kept at the principal office Corporate Trust Office of the Trustee, and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 ___ and integral multiples of $1,000 ___ in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 ___ shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes. (c) Pursuant to the Base Indenture, the Company hereby appoints the Trustee as registrar and “Paying Agent” with respect to the Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the Property Trustee in fully registered definitive form without coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register Register. Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the Property Trustee, the payment of the principal of and interest (including Additional interest, Special Interest and Additional Tax Sums, if any) on such Junior Subordinated Debentures held by the Property Trustee will be made at such place, or by wire transfer of immediately available funds to an account maintained such account, as may be designated by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record DateProperty Trustee. The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the Trustee, Trustee and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 100,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 100,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes Debentures for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes Debentures and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated NotesDebentures.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes shall be issued in fully registered definitive form without coupons in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof. The Junior Subordinated Notes shall be initially issued in the form of one or more permanent Global Securities, in the form of Exhibit A hereto. Principal and interest on the Junior Subordinated Notes will be payable, the transfer of such Junior Subordinated Notes will be registrable and such Junior Subordinated Notes will be exchangeable for Junior Subordinated Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Trustee; provided, however, that payment of interest interest, including any Additional Interest, may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Securities Register or by transfer to an account maintained by the Person entitled thereto as specified in the Securities Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. The Securities Register for the Junior Subordinated Notes shall be kept at the principal office Corporate Trust Office of the Trustee, and the Trustee is hereby appointed registrar Securities Registrar and Paying Agent for the Junior Subordinated Notes. (b) The Junior Subordinated Notes may be transferred or exchanged only in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes in a denomination of less than $1,000 25 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Notes.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the Property Trustee in fully registered definitive form without coupons in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register Register. Notwithstanding the foregoing, so long as the registered holder of any Junior Subordinated Debentures is the Property Trustee, the payment of the principal of and interest (including Additional Interest and Additional Tax Sums, if any) on such Junior Subordinated Debentures held by the Property Trustee will be made at such place, or by wire transfer of immediately available funds to an account maintained such account, as may be designated by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record DateProperty Trustee. The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the Trustee, Trustee and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes Debentures for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes Debentures and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated NotesDebentures.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Notes Debentures shall be issued to the Property Trustee in fully registered definitive form without coupons in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof. Principal and interest on the Junior Subordinated Notes Debentures issued in definitive form will be payable, the transfer of such Junior Subordinated Notes Debentures will be registrable and such Junior Subordinated Notes Debentures will be exchangeable for Junior Subordinated Notes Debentures bearing identical terms and provisions at the principal office of the TrusteeCorporate Trust Office; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto registered holder at such address as shall appear in the Register Register. Notwithstanding the foregoing, so long as the registered holder of any Debentures is the Property Trustee, the payment of the principal of and interest (including Additional Interest and Additional Sums, if any) on such Debentures held by the Property Trustee will be made at such place, or by wire transfer of immediately available funds to an account maintained such account, as may be designated by the Person entitled thereto as specified in the Register, provided that proper transfer instructions have been received by the Paying Agent by the Record DateProperty Trustee. The Register for the Junior Subordinated Notes Debentures shall be kept at the principal office of the TrusteeCorporate Trust Office, and the Trustee is hereby appointed registrar and Paying Agent for the Junior Subordinated NotesDebentures. (b) The Junior Subordinated Notes Debentures may be transferred or exchanged only in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Notes Debentures in a denomination of less than $1,000 25 shall be deemed to be void and of no legal effect whatsoever. Any , and any such transferee shall be deemed not to be the holder of such Junior Subordinated Notes Debentures for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Notes Debentures and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated NotesDebentures.

Form and Payment; Minimum Transfer Restriction. (a) The Junior Subordinated Senior Notes shall be issued in fully registered definitive form without coupons in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof. The Senior Notes shall be initially issued in the form of one or more permanent Global Securities, in the form of Exhibit A hereto. Principal and interest on the Junior Subordinated Senior Notes will be payable, the transfer of such Junior Subordinated Senior Notes will be registrable and such Junior Subordinated Senior Notes will be exchangeable for Junior Subordinated Senior Notes bearing identical terms and provisions at the principal office Corporate Trust Office of the Trustee; provided, however, that payment of interest may be made at the option of the Company by check mailed to the Person entitled thereto at such address as shall appear in the Securities Register or by transfer to an account maintained by the Person entitled thereto as specified in the Securities Register, provided that proper transfer instructions have been received by the Paying Agent by the Record Date. The Securities Register for the Junior Subordinated Senior Notes shall be kept at the principal office Corporate Trust Office of the Trustee, and the Trustee is hereby appointed registrar Securities Registrar and Paying Agent for the Junior Subordinated Senior Notes. (b) The Junior Subordinated Senior Notes may be transferred or exchanged only in minimum denominations of $1,000 25 and integral multiples of $1,000 25 in excess thereof, and any attempted transfer, sale or other disposition of Junior Subordinated Senior Notes in a denomination of less than $1,000 25 shall be deemed to be void and of no legal effect whatsoever. Any such transferee shall be deemed not to be the holder of such Junior Subordinated Senior Notes for any purpose, including but not limited to the receipt of payments in respect of such Junior Subordinated Senior Notes and such transferee shall be deemed to have no interest whatsoever in such Junior Subordinated Senior Notes.