Common use of Investment of Exchange Fund Clause in Contracts

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d3.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any no such investment or loss thereon shall affect the amounts payable to former owners of such cash shall be limited Shares or Company Stock Options, pursuant to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentthis Article II. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentGovernment. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d3.2(c).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash Exchange Fund shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentgovernment and that no such investment or loss thereon shall affect the amounts payable to holders of Common Units that converted into the right to receive the Merger Consideration pursuant to Section 2.1. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation Entity pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Exchange Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall in all events be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentgovernment and that no such investment or loss thereon shall affect the amounts payable to holders of Certificates or Book-Entry Shares pursuant to this Article III. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d3.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)) .

Investment of Exchange Fund. The Paying Agent shall invest all any cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid in obligations of or guaranteed by the United States of America. Any net profit resulting from, or interest or income produced by, such investments, shall be placed in the Exchange Fund and be payable to the Surviving Corporation pursuant to Section 2.2(d)Parent.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. United States government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d1.8(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct direct, short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all any cash included in the Exchange Fund Fund, as reasonably directed by Parent or U.S. Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to to, or as directed by, Parent or U.S. Parent. In no event, however, shall such investment or any such payment of interest or income delay the Surviving Corporation pursuant to Section 2.2(d)receipt by holders of Certificates of the Merger Consideration, or otherwise impair such holders’ rights hereunder.

Investment of Exchange Fund. The Paying Agent shall invest all the cash included in the Exchange Fund as reasonably directed by Parent; provided, however, provided that any such investment of such cash shall be limited to direct short-term obligations ofin U.S. government or other investment grade securities, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentin each case with maturities of not more than one year. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)Parent.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by ParentPurchaser; provided, however, that any investment of such cash shall in all events be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentgovernment and that no such investment or loss thereon shall affect the amounts payable to holders of Certificates or Uncertificated Shares pursuant to this Article IV. Any interest and other income income, net of any losses, resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)Company.

Investment of Exchange Fund. The Paying Agent shall invest all any cash included in the Exchange Fund Fund, as reasonably directed by Parent; provided, however, that any investment in (i) direct obligations of such cash shall be limited the United States of America or (ii) obligations for which the full faith and credit of the United States of America is pledged to direct short-term obligations of, or short-term obligations fully guaranteed as to provide for the payment of all principal and interest bythereon, or a combination thereof; provided that, in any such case, no such instrument shall have a maturity exceeding three (3) months from the U.S. governmentdate of the investment therein. Any interest and other income resulting from such investments shall be the property of and shall be paid to the Surviving Corporation pursuant to Section 2.2(d)Parent.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any no such investment or loss thereon will affect the amounts payable to holders of such cash shall be limited Shares, Company Stock Options, Restricted Stock or PARSUs pursuant to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentthis Agreement. Any interest and other income resulting from such investments shall be paid to become part of the Surviving Corporation pursuant to Section 2.2(d)Exchange Fund.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentgovernment and that no such investment or loss thereon shall affect the amounts payable to holders of Certificates, Company Stock Options or Company Stock-Based Awards pursuant to this Article II and Section 5.5(a). Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Exchange Agent shall invest all any cash included in the Exchange Fund Fund, as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term Parent only in obligations of, or short-term obligations fully guaranteed as to payment of principal and interest by, the U.S. governmentUnited States of America or any agency or instrumentality thereof, provided that such obligations are backed by the full faith and credit of the United States of America. Any interest and other income resulting from such investments shall be the property of, and shall be paid to, Parent. Any losses resulting from such investments shall not in any way diminish Parent’s and Merger Sub’s obligation to pay the Surviving Corporation pursuant to Section 2.2(d)full amount of the Merger Consideration.

Investment of Exchange Fund. The Paying Agent shall invest all any cash included in the Exchange Fund as reasonably directed by Parent; provided, however, provided that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid in obligations of or guaranteed by the United States of America. Any net profit resulting from, or interest or income produced by, such investments, shall be placed in the Exchange Fund and be payable to the Surviving Corporation pursuant to Section 2.2(d)Parent.

Investment of Exchange Fund. The Paying Agent shall invest all any cash included in the Exchange Fund Fund, as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmenton a daily basis. Any interest and other income resulting from such investments shall be paid to Parent. In no event, however, shall such investment or any such payment of interest or income delay the Surviving Corporation pursuant to Section 2.2(d).receipt by holders of Certificates or Book-Entry Shares of the Merger Consideration, or otherwise impair such holders’ rights hereunder. Table of Contents

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by ParentXxxxxx; provided, however, that any investment of such cash shall be limited to direct direct, short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct direct, short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d2.13(a).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by ParentXxxxxx; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, (i) securities issued or short-term obligations directly and fully guaranteed as to principal or insured by the United States government or any agency or instrumentality thereof and interest by, having maturities of not more than one month from the U.S. governmentdate of investment or (ii) money market mutual or similar funds having assets in excess of $1,000,000,000. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)upon demand.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentgovernment and that no such investment or loss thereon shall affect the amounts payable to holders of Certificates or Company Stock Options pursuant to this Article II and Section 5.5(a). Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, (i) securities issued or short-term obligations directly and fully guaranteed as to principal or insured by the United States government or any agency or instrumentality thereof and interest by, having maturities of not more than one month from the U.S. governmentdate of investment or (ii) money market mutual or similar funds having assets in excess of $1,000,000,000. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)upon demand.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct direct, short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. United States government. Any interest and other income resulting from such investments shall be paid the sole and exclusive property of Parent payable to Parent upon its request, and no part of such earnings shall accrue to the Surviving Corporation pursuant to Section 2.2(d)benefit of holders of Common Shares.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentUnited States of America and backed by the full faith and credit of the United States of America. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d3.2(d).

Investment of Exchange Fund. The Paying Exchange Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentgovernment and that no such investment or loss thereon shall affect the amounts payable to holders of Certificates or Book-Entry Shares pursuant to this ARTICLE II. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Exchange Agent shall invest all cash included in the Exchange Fund in cash, cash equivalents and investment funds investing primarily in government securities as reasonably directed by Parent; provided, however, that any no such investment or loss thereon shall affect the amounts payable to holders of such cash shall be limited Certificates or Book-Entry Shares pursuant to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentthis ARTICLE II. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)3.2(d) .

Investment of Exchange Fund. The Paying Agent shall invest all any cash included in the Exchange Fund Fund, as reasonably directed by Parent, on a daily basis; provided, however, provided that any investment of such cash shall must be limited to direct direct, short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. United States government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)Parent.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d2.3(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation Parent pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government, or any U.S. registered open end investment company holding itself out as a U.S. government money market fund. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Exchange Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any no such investment or loss thereon shall affect the amounts payable to holders of such cash shall be limited Certificates or Book-Entry Shares pursuant to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentthis Article II. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d).

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. governmentGovernment. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d3.2(c), and no part of such interest or other income shall accrue to the benefit of holders of Common Shares.

Investment of Exchange Fund. The Paying Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parentthe Parents; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, or short-term obligations fully guaranteed as to principal and interest by, the U.S. government. Any interest and other income resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d). The Parents shall promptly replace any funds deposited with the Paying Agent lost through any investment made pursuant to this Section 2.2(f).

Investment of Exchange Fund. The Paying Payment Agent shall invest all cash included in the Exchange Fund as reasonably directed by Parent; provided, however, that any investment investments of such cash shall in all events be limited to direct short-term obligations of, or short-term obligations fully fully-guaranteed as to principal and interest by, the U.S. governmentUnited States government and that no such investment or loss thereon shall affect the amounts payable to the former holders of Company Shares pursuant to this Article 2. Any interest and other income income, net of any losses, resulting from such investments shall be paid to the Surviving Corporation pursuant to Section 2.2(d)Corporation.

Investment of Exchange Fund. The Paying Exchange Agent shall may invest all cash included in the Exchange Fund as reasonably directed by Parentmutual agreement of Purchaser and the Shareholders’ Representative; provided, however, that any investment of such cash shall be limited to direct short-term obligations of, of the U.S. government or short-term obligations fully guaranteed as to principal and interest by, by the U.S. government. Any interest and other Subject to the previous sentence, any income resulting from such investments investment of the Exchange Fund shall be paid to the Surviving Corporation pursuant to Section 2.2(d3.2(d).