Common use of Optional Redemption of Stock Clause in Contracts

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 45 days’ ' notice of the date of such proposed redemption of Stock, Stock and of the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificateredeemed. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “"Redemption Date”"), to the holders on the record date fixed for such redemption pursuant to Section 4.04 4.4 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the record date for purposes of such redemption; (ii) the Redemption Date; (iiiii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iiiiv) the redemption price and price; (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price; and (vi) that dividends in respect of the Stock represented by the Depositary Shares to be redeemed will cease to accrue at the close of business on such Redemption Date. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) by lot or by lot (provided that, if any other substantially equivalent method determined by the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures)Depositary. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s 's notice provided for in the preceding paragraph)) all dividends in respect of the shares of Stock called for redemption shall cease to accrue, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of five (5) times the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.072.7, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify remit to the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to without further action necessary on the Company unless otherwise required by any applicable law or regulationpart of the Company.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth twenty fifth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 30 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 15 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) ), or by lot (provided that, if any other method as determined by the Depositary Shares are held in book-entry form through DTC, the Depositary Shares Company to be redeemed shall be selected fair and equitable in accordance with DTC procedures)its sole discretion. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph)) all dividends in respect of the shares of Stock called for redemption shall cease to accrue, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify remit to the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to without further action necessary on the Company unless otherwise required by any applicable law or regulationpart of the Company.

Optional Redemption of Stock. If The Stock is not redeemable prior to July 1, 2019. At any time on or after July 1, 2019 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under the Certificate. On unpaid dividends to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminateterminate as provided in Section 6 of the Certificates of Designation. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price of $25.00 per Depositary Share equal plus any declared and unpaid dividends, without regard to one-one thousandth of any undeclared dividends, to, but not including, the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if anydate. The foregoing shall be further subject further to the terms and conditions of the CertificateCertificate of Designations. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver upon or promptly after the related redemption date, to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for payable in respect of the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07; provided, however, that the Depositary shall not be required to transfer or exchange for another Receipt issue any Receipt evidencing a fractional Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulationShare.

Optional Redemption of Stock. If The Stock is not redeemable prior to July 15, 2021. At any time on or after July 15, 2021 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Second Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Second Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under unpaid dividends, plus any accrued but unpaid dividends (whether or not declared) thereon for the Certificate. On then-current dividend period to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iiiv) that the redemption price shares of Stock and (iv) Depositary Shares to be redeemed should be delivered via book entry transfer or the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends, plus any accrued but unpaid dividends (whether or not declared) thereon for the then-current dividend period to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminateterminate as provided in Section 6 of the Certificate of Designations. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price of $25.00 per Depositary Share equal plus (i) any declared and unpaid dividends and (ii) any accrued but unpaid dividends (whether or not declared) thereon for the then-current dividend period, without regard to oneany undeclared dividends from any dividend period prior to the then-one thousandth of current dividend period, to, but not including, the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if anydate. The foregoing shall be further subject further to the terms and conditions of the CertificateCertificate of Designations. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver upon or promptly after the related redemption date, to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for payable in respect of the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07; provided, however, that the Depositary shall not be required to transfer or exchange for another Receipt issue any Receipt evidencing a fractional Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulationShare.

Optional Redemption of Stock. If The Stock is not redeemable prior to March 15, 2021. At any time on or after March 15, 2021 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under unpaid dividends, plus any accrued but unpaid dividends (whether or not declared) for the Certificate. On then-current dividend period to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends, plus any accrued but unpaid dividends (whether or not declared) for the then-current dividend period to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminateterminate as provided in Section 6 of the Certificates of Designation. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price of $25.00 per Depositary Share equal plus any declared and unpaid dividends, without regard to one-one thousandth of any undeclared dividends, to, but not including, the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if anydate. The foregoing shall be further subject further to the terms and conditions of the CertificateCertificate of Designations. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver upon or promptly after the related redemption date, to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for payable in respect of the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07; provided, however, that the Depositary shall not be required to transfer or exchange for another Receipt issue any Receipt evidencing a fractional Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulationShare.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 35 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the DepositaryDepositary (provided that, if the Depositary Shares are held through DTC, the Depositary shall give such notice in accordance with the procedures of DTC); but neither failure to mail or otherwise give any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed given by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such the Depositary Shares called for redemption (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable feescharges, charges expenses and expensestaxes and governmental charges, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section ‎Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to Section 2.07, to any payment obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to such Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 45 days’ ' notice of the date of such proposed redemption of Stock, Stock and of the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificateredeemed. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “"Redemption Date”"), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the record date for purposes of such redemption; (ii) the Redemption Date; (iiiii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iiiiv) the redemption price and price; (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price; and (vi) that dividends in respect of the Stock represented by the Depositary Shares to be redeemed will cease to accrue at the close of business on such Redemption Date. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) by lot or by lot (provided that, if any other substantially equivalent method determined by the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures)Depositary. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s 's notice provided for in the preceding paragraph)) all dividends in respect of the shares of Stock called for redemption shall cease to accrue, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of five (5) times the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify remit to the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to without further action necessary on the Company unless otherwise required by any applicable law or regulationpart of the Company.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section ‎Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to Section 2.07, to any payments obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to such Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 45 days’ ' notice of the date of such proposed redemption of Stock, Stock and of the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificateredeemed. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “"Redemption Date”"), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the record date for purposes of such redemption; (ii) the Redemption Date; (iiiii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iiiiv) the redemption price and price; (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price; and (vi) that dividends in respect of the Stock represented by the Depositary Shares to be redeemed will cease to accrue at the close of business on such Redemption Date. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) by lot or by lot (provided that, if any other substantially equivalent method determined by the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures)Depositary. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s 's notice provided for in the preceding paragraph)) all dividends in respect of the shares of Stock called for redemption shall cease to accrue, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.and

Optional Redemption of Stock. If The Stock is not redeemable prior to March 19, 2020. At any time on or after March 19, 2020 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under the Certificate. On unpaid dividends to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except terminate as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.in

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the CertificateCertificates, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ written notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice notice, and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the CertificateCertificates. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the CertificateCertificates) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such written notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly duly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate Certificates plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued accumulated on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the CertificateCertificates. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to this Section 2.07, to any payments obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to this Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 35 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the DepositaryDepositary (provided that, if the Depositary Shares are held through DTC, the Depositary shall give such notice in accordance with the procedures of DTC); but neither failure to mail or otherwise give any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed given by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such the Depositary Shares called for redemption (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable feescharges, charges expenses and expensestaxes and governmental charges, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to Section 2.07, to any payment obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to such Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If Whenever the Company ---------------------------- shall elect to redeem shares of Stock pursuant to in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 30 days’ ' notice of the proposed date of such proposed redemption of Stock, Stock and the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificateso redeemed. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary the number of shares of Common Stock and any cash necessary to be redeemedeffect such redemption, the Depositary shall redeem (using the proceeds number of such redemption) the Depositary Shares relating to representing such Stock. The Depositary shall mail, first class postage prepaid, mail notice of the Company’s such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares relating to representing the Stock to be redeemed, first class postage prepaid, not less than 30 days and not 15 nor more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “"Redemption Date”"), to the holders Record Holders on the record date fixed for such redemption (determined pursuant to Section 4.04 hereof) of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders Record Holders as the same appear on the records of the Depositary; , but neither failure to mail any such notice to one or more such holders Record Holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holdersRecord Holders. The Company shall provide the Depositary with such notice, and each Each such notice shall state: state (i) that the Company has elected to redeem all or a portion of the Stock represented by the Depositary Shares, (ii) the record date for purposes of such redemption, (iii) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than that all the outstanding Depositary Shares are to be redeemed, or in the case of a redemption of fewer than all outstanding Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance connection with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for a partial redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to Section III(B) of the Certificate plus all money Certificate, the number of such Depositary Shares held by such Record Holder to be redeemed, (v) the number of shares of Common Stock, cash in lieu of fractional shares and other property, if any, represented consideration (in the event that a Transaction has occurred) to be received for each Depositary Share held by such Depositary Shares, including all Record Holder (such conversion amounts paid to be determined by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of accordance with the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.),

Optional Redemption of Stock. If The Stock is not redeemable prior to September 27, 2021. At any time on or after September 27, 2021 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under unpaid dividends, plus any accrued but unpaid dividends (whether or not declared) for the Certificate. On then-current dividend period to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends, plus any accrued but unpaid dividends (whether or not declared) for the then-current dividend period to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminateterminate as provided in Section 6 of the Certificates of Designation. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price of $25.00 per Depositary Share equal plus any declared and unpaid dividends, without regard to one-one thousandth of any undeclared dividends, to, but not including, the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if anydate. The foregoing shall be further subject further to the terms and conditions of the CertificateCertificate of Designations. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver upon or promptly after the related redemption date, to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for payable in respect of the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07; provided, however, that the Depositary shall not be required to transfer or exchange for another Receipt issue any Receipt evidencing a fractional Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulationShare.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the DepositaryDepositary (provided that, if the Depositary Shares are held through DTC, the Depositary shall give such notice in accordance with the procedures of DTC); but neither failure to mail or otherwise give any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed given by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth hundredth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to Section 2.07, to any payment obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to such Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If The Stock is not redeemable prior to April 15, 2020. At any time on or after April 15, 2020 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Second Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Second Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under the Certificate. On unpaid dividends to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iiiv) that the redemption price shares of Stock and (iv) Depositary Shares to be redeemed should be delivered via book entry transfer or the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminateterminate as provided in Section 6 of the Certificate of Designations. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price of $25.00 per Depositary Share equal plus any declared and unpaid dividends, without regard to one-one thousandth of any undeclared dividends, to, but not including, the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if anydate. The foregoing shall be further subject further to the terms and conditions of the CertificateCertificate of Designations. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver upon or promptly after the related redemption date, to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for payable in respect of the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07; provided, however, that the Depositary shall not be required to transfer or exchange for another Receipt issue any Receipt evidencing a fractional Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulationShare.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 45 days’ ' notice of the date of such proposed redemption of Stock, Stock and of the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificateredeemed. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “"Redemption Date”"), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Daterecord date for purposes of such redemption; (ii) the Redemption Date; (iii) the aggregate number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iiiiv) the redemption price and price; (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) that dividends in respect of the outstanding Depositary Shares are to be redeemed, Stock represented by the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue at the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares close of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing business on such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.8

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ written notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice notice, and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such written notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly duly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued accumulated on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to this Section 2.07, to any payments obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to this Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If The Stock is not redeemable prior to September 16, 2019. At any time on or after September 16, 2019 the Company shall be entitled (but not obligated) to redeem, in whole or in part from time to time, the Stock; provided, however, that the Company may redeem only whole and not fractional shares of Stock. Whenever the Company shall elect to redeem deposited shares of Stock pursuant to in accordance with the Certificateprovisions of the Company’s Amended and Restated Certificate of Incorporation, as amended (including the Certificate of Designations), it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ 30 days and not more than 60 days prior written notice of the date of such proposed redemption and of Stock, the number of such shares of Stock held by the Depositary to be redeemed and the applicable redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice price, determined pursuant to the Depositary shall be conclusive evidence Company’s Amended and Restated Certificate of Incorporation, as amended (including the permissibility Certificate of Designations), including the amount, if any, of declared and compliance of such redemption under the Certificate. On unpaid dividends to, but not including, the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first first-class postage prepaid, notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to representing the shares of Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Dateredemption date”), to the holders of record of the Receipts evidencing the shares of Stock to be so redeemed (such holders to be the holders of record on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be 4.04, if one is so redeemedfixed), at the addresses of such holders as the same appear on the records of the Depositary (provided that, if the Receipts evidencing the Depositary Shares are held in book-entry form, the Company may give such notice in any manner permitted by the Depositary), or by such other method approved by the Depositary, in its reasonable discretion; but neither failure to mail any such notice to one or more such holders nor any defect in any such notice or in the mailing thereof shall affect the sufficiency validity of the proceedings for the redemption of any Depositary Shares except as to the other holdersholder of the Depositary Shares as to whom such notice was defective or not given. The In connection with the exercise of the right to redeem whole shares of Stock, the Company shall provide the Depositary with such noticenotice in a timely manner sufficient to enable such notice to be mailed to holders in accordance with this Section, and each such notice shall state: (i) the Redemption Dateredemption date; (ii) the redemption price per share of Stock; (iii) the number of deposited shares of Stock and Depositary Shares to be redeemed and, redeemed; (iv) if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (ivv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all ; and (vi) the outstanding Depositary Shares are to be redeemed, dividend on the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if cease to accrue on the redemption date. If fewer than all of the Depositary Shares evidenced by a Receipt are held in book-entry form through DTCcalled for redemption, the Depositary will select the Depositary Shares to be redeemed pro rata or by lot; provided, however, that the Depositary may select only whole and not fractional Depositary Shares for redemption. In the event that notice of redemption has been made as described in the second paragraph of this Section 2.03 and the Company shall then have paid in full to the Depositary the redemption price (determined pursuant to Section 6 of the Certificate of Designations) of the shares of Stock deposited with the Depositary to be selected in accordance with DTC proceduresredeemed (including any declared and unpaid dividends to, but not including, the redemption date). Notice having been mailed , the Depositary shall redeem the number of Depositary Shares representing such shares of Stock so called for redemption by the Depositary as aforesaid, Company and from and after the Redemption Date redemption date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraphsecond paragraph of this Section 2.03), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice for such Depositary Shares) shall, to the extent of such Depositary Shares, cease and terminateterminate as provided in Section 6 of the Certificates of Designation. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price of $25.00 per Depositary Share equal plus any declared and unpaid dividends, without regard to one-one thousandth of any undeclared dividends, to, but not including, the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if anydate. The foregoing shall be further subject further to the terms and conditions of the CertificateCertificate of Designations. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver upon or promptly after the related redemption date, to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for payable in respect of the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07; provided, however, that the Depositary shall not be required to transfer or exchange for another Receipt issue any Receipt evidencing a fractional Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulationShare.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 35 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the DepositaryDepositary (provided that, if the Depositary Shares are held through DTC, the Depositary shall give such notice in accordance with the procedures of DTC); but neither failure to mail or otherwise give any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed given by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth hundredth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section ‎Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to Section 2.07, to any payment obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to such Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 35 days’ notice of the date of such proposed redemption of Stock, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of Stock. The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to such Stock. The Depositary shall mail, first class postage prepaid, notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the Stock to be redeemed, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail any such notice to one or more such holders nor any defect in any notice shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer than all the Depositary Shares held by any holder are to be redeemed, the number of Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and (iv) the place or places where Receipts evidencing Depositary Shares to be redeemed are to be surrendered for payment of the redemption price. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be selected pro rata (as nearly as may be) or by lot (provided that, if the Depositary Shares are held in book-entry form through DTC, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation. The Company acknowledges that thereafter it remains subject, pursuant to Section 2.07, to any payment obligations due to a Holder that surrenders Depositary Shares that were called for redemption pursuant to such Section and that the Depositary shall have no duty or obligation to pay that Holder, although the Depositary shall notify the Company of any surrender of that kind.

Optional Redemption of Stock. If the Company shall elect to redeem shares of Stock pursuant to the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give the Depositary not less than 40 days’ written notice of the date of such proposed redemption of StockStock not less than forty (40) days prior to the Redemption Date, the number of shares of Stock held by the Depositary to be redeemed and the redemption price per share of StockStock (determined pursuant to the Certificate). The Depositary shall be fully protected and shall incur no liability in its reliance on the information contained in such notice notice, and delivery of such notice to the Depositary shall be conclusive evidence of the permissibility and compliance of such redemption under the Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price (determined pursuant to the Certificate) of the Stock deposited with the Depositary to be redeemed, the Depositary shall redeem (using the proceeds of such redemption) the Depositary Shares relating to representing such shares of Stock. The Depositary shall mail, first class postage prepaid, mail the notice of the Company’s redemption of shares of Stock and the proposed simultaneous redemption of the Depositary Shares relating to the representing such shares of Stock to be redeemed, by first class mail, postage prepaid, at the respective last addresses as they appear on the records of the Depositary, or transmit in accordance with the applicable procedures of any Global Receipt Depository or by such other method approved by the Depositary, in its reasonable discretion, in either case not less than 30 thirty (30) days and not more than 60 sixty (60) days prior to the date fixed for redemption of such shares of Stock and Depositary Shares (the “Redemption Date”), to the holders on the record date fixed for such redemption pursuant to Section 4.04 of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same appear on the records of the Depositary; but neither failure to mail or transmit any such notice to one or more such holders nor any defect in any notice to one or more such holders shall affect the sufficiency validity of the proceedings for redemption as to the other holders. The Company shall provide the Depositary with such written notice, and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if fewer less than all the Depositary Shares held by any holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price and price; (iv) the place or places where Receipts evidencing such Depositary Shares to be redeemed are to be surrendered for payment of the redemption priceprice and (v) that dividends in respect of Stock represented by such Depositary Shares to be redeemed will cease to accrue on such Redemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be selected either pro rata (as nearly as may be) or by lot (provided thator, if in the event the Depositary Shares are held in bookthe form of Global Registered Receipts, in accordance with the applicable procedures of DTC in compliance with then-entry form through DTCapplicable rules of any national securities exchange upon which the Stock, the Depositary Shares to be redeemed shall be selected in accordance with DTC procedures). Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to redeem the shares of Stock to be redeemed by it as set forth in the Company’s notice provided for in the preceding paragraph), the Depositary Shares called for redemption shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of or the Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary shall so requireare listed), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to one-one thousandth of the redemption price per share paid in respect of shares of Stock pursuant to the Certificate plus all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends that on the Redemption Date have accrued on the shares of Stock to be so redeemed and that have not theretofore been paid, after deduction of applicable fees, charges and expenses, if any. The foregoing shall be subject further to the terms and conditions of the Certificate. If fewer than all of the Depositary Shares evidenced by a Receipt are called for redemption, the Depositary will deliver to the holder of such Receipt upon its surrender to the Depositary, together with payment of the redemption price for the Depositary Shares called for redemption, a new Receipt evidencing the Depositary Shares evidenced by such prior Receipt and not called for redemption. Except as provided in the preceding paragraph of this Section 2.07, the Depositary shall not be required to transfer or exchange for another Receipt any Receipt evidencing Depositary Shares called or being called for redemption in whole or in part. The Depositary shall notify the Company of any funds deposited by or for the account of the Company for the purpose of redeeming any Depositary Shares that the holders thereof have failed to redeem after two years from the date of such deposit, and remit such funds to the Company unless otherwise required by any applicable law or regulation.