Common use of Priority as to Dividends Clause in Contracts

Priority as to Dividends. No full dividends shall be declared or paid or set apart for payment on any Parity Stock or Junior Stock for any Dividend Period unless full dividends have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Preferred Stock for such Dividend Period. When dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for any Dividend Period on the Preferred Stock and any Parity Stock, dividends declared on the Preferred Stock and Parity Stock shall only be declared pro rata based upon the respective amounts that would have been paid on the Preferred Stock and such Parity Stock had dividends been declared in full. In addition to the foregoing restriction, the Company shall not declare, pay or set apart funds for any dividends or other distributions (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company or repurchase, redeem or otherwise acquire, or set apart funds for repurchase, redemption or other acquisition of, any Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or in respect of any Dividend Period, unless the Company shall, during such Dividend Period, declare a cash dividend on the Preferred Stock at the annual dividend rate in respect of such Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company for the payment of such cash dividend on the Dividend Payment Date for such Dividend Period. No dividend shall be paid or set aside for holders of Preferred Stock for any Dividend Period unless full dividends have been paid or set aside for the holders of each class or series of equity securities of the Company if any, ranking prior to the Preferred Stock as to the dividends for such Dividend Period.

Priority as to Dividends. No full dividends shall be declared or paid ------------------------ or set apart for payment on any Parity Stock class or Junior series of equity securities ranking, as to dividends, on a parity with the Series 1997-A Preferred Stock for any Dividend Period (in whole or in part) unless full dividends have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Series 1997-A Preferred Stock for such Dividend Period. When If dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for in any Dividend Period on upon the Series 1997-A Preferred Stock and any Parity Stockother equity security ranking on a parity with the Series 1997-A Preferred Stock as to dividends, dividends declared on the upon shares of Series 1997-A Preferred Stock and Parity Stock such other equity security shall only be declared pro rata based upon the respective amounts that would have been paid on the Series 1997-A Preferred Stock and such Parity Stock other equity security had dividends been declared paid thereon in full. In addition to the foregoing restriction, the Company The savings bank shall not declare, pay or set apart funds for the payment of any dividends dividend or other distributions distribution (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company savings bank, or repurchase, redeem purchase or otherwise acquireredeem, or set apart funds for repurchase, the purchase or redemption or other acquisition of, any such Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or (i) unless and until the savings bank shall have paid full dividends on the Series 1997-A Preferred Stock in respect of any the four most recent Dividend PeriodPeriods (or such lesser number of Dividend Periods as shares of Series 1997-A Preferred Stock have been outstanding), unless or funds have been paid over to the Company shalldividend disbursing agent of the savings bank for payment of such dividends (or set apart for such purpose if the savings bank then has no separate dividend disbursing agent), during such Dividend Period, declare and (ii) the savings bank has declared a cash dividend on the Series 1997-A Preferred Stock at the annual dividend rate in respect of such Annual Dividend Rate for the current Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company savings bank for the payment of such cash dividend on the Dividend Payment Date for such current Dividend PeriodPeriod (or set apart for such purpose if the savings bank then has no separate dividend disbursing agent). No dividend shall be paid or set aside for holders of Series 1997-A Preferred Stock for any Dividend Period unless full dividends have been paid or set aside for the holders of each class or series of equity securities of the Company savings bank, if any, ranking prior to the Series 1997-A Preferred Stock as to the dividends for such Dividend Period.

Priority as to Dividends. No full dividends shall be declared or paid or set apart for payment on any Parity Stock class or Junior series of stock ranking, as to dividends, on a parity with or junior to the Series A Preferred Stock for any Dividend Period period unless full dividends on all outstanding shares of Series A Preferred Stock for all past Dividend Periods and for the then-current Dividend Period shall have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Preferred Stock for such Dividend Period). When dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for any Dividend Period on upon the Series A Preferred Stock and any Parity other Preferred Stock ranking on a parity as to dividends with the Series A Preferred Stock, all dividends declared on the upon shares of Series A Preferred Stock and Parity any other Preferred Stock ranking on a parity as to dividends shall only be declared pro rata based upon with respect thereto, so that in all cases the respective amounts that would have been paid amount of dividends declared per share on the Series A Preferred Stock and such Parity other Preferred Stock had shall bear to each other the same ratio that accrued dividends been for the then-current Dividend Period per share on the shares of Series A Preferred Stock (including any accumulation in respect of unpaid dividends from prior Dividend Periods) and accrued dividends, including accumulations, if any, on such other Preferred Stock, bear to each other. Full dividends on the Series A Preferred Stock must be declared in full. In addition to the foregoing restriction, the Company shall not declare, pay and paid or set apart funds for payment for all past Dividend Periods and for the then-current Dividend Period before (i) any dividends cash dividend or other distributions distribution (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company or repurchase, redeem or otherwise acquire, or set apart funds for repurchase, redemption or other acquisition of, any Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or in respect of any Dividend Period, unless the Company shall, during such Dividend Period, declare a cash dividend on the Preferred Stock at the annual dividend rate in respect of such Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company for the payment of such cash dividend on the Dividend Payment Date for such Dividend Period. No dividend shall be declared or paid or set aside for holders of Preferred payment upon the Common Stock for or any Dividend Period unless full dividends have been paid other Junior Stock, (ii) any Common Stock or set aside for any other Junior Stock is redeemed, purchased or otherwise acquired by the holders of each class Company or series of equity securities any subsidiary of the Company if any, ranking prior for any consideration (or any moneys are paid to or made available for a sinking fund for the redemption of any shares of any such stock) except by conversion into or exchange for Junior Stock or (iii) any Series A Preferred Stock as or Parity Stock is redeemed, purchased or otherwise acquired by the Company or any subsidiary of the Company for any consideration (or any moneys are paid to or made available for a sinking fund for the redemption of any shares of any such stock) otherwise than pursuant to a pro rata offer to purchase or a concurrent redemption of all, or a pro rata portion, of the outstanding shares of Series A Preferred Stock and Parity Stock (except by conversion into or exchange for Junior Stock). No cash dividends for shall be paid on the Series A Preferred Stock if such Dividend Periodpayment would violate the terms of any instrument governing indebtedness of the Company.

Priority as to Dividends. No full dividends shall be declared or ------------------------ paid or set apart for payment on any Parity Stock class or Junior series of equity securities ranking, as to dividends, on a parity with the Series 1997-A Preferred Stock for any Dividend Period (in whole or in part) unless full dividends have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Series 1997-A Preferred Stock for such Dividend Period. When If dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for in any Dividend Period on upon the Series 1997-A Preferred Stock and any Parity Stockother equity security ranking on a parity with the Series 1997-A Preferred Stock as to dividends, dividends declared on the upon shares of Series 1997-A Preferred Stock and Parity Stock such other equity security shall only be declared pro rata based upon the respective amounts that would have been paid on the Series 1997-A Preferred Stock and such Parity Stock other equity security had dividends been declared paid thereon in full. In addition to the foregoing restriction, the Company The savings bank shall not declare, pay or set apart funds for the payment of any dividends dividend or other distributions distribution (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company savings bank, or repurchase, redeem purchase or otherwise acquireredeem, or set apart funds for repurchase, the purchase or redemption or other acquisition of, any such Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or (i) unless and until the savings bank shall have paid full dividends on the Series 1997-A Preferred Stock in respect of any the four most recent Dividend PeriodPeriods (or such lesser number of Dividend Periods as shares of Series 1997-A Preferred Stock have been outstanding), unless or funds have been paid over to the Company shalldividend disbursing agent of the savings bank for payment of such dividends (or set apart for such purpose if the savings bank then has no separate dividend disbursing agent), during such Dividend Period, declare and (ii) the savings bank has declared a cash dividend on the Series 1997-A Preferred Stock at the annual dividend rate in respect of such Annual Dividend Rate for the current Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company savings bank for the payment of such cash dividend on the Dividend Payment Date for such current Dividend PeriodPeriod (or set apart for such purpose if the savings bank then has no separate dividend disbursing agent). No dividend shall be paid or set aside for holders of Series 1997-A Preferred Stock for any Dividend Period unless full dividends have been paid or set aside for the holders of each class or series of equity securities of the Company savings bank, if any, ranking prior to the Series 1997-A Preferred Stock as to the dividends for such Dividend Period.

Priority as to Dividends. No full dividends shall be declared or ------------------------ paid or set apart for payment on any Parity Stock class or Junior series of equity securities ranking, as to dividends, on a parity with the Series A Preferred Stock for any Dividend Period (in whole or in part) unless full dividends have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Series A Preferred Stock for such Dividend Period. When If dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for in any Dividend Period on upon the Series A Preferred Stock and any Parity Stockother equity security ranking on a parity with the Series A Preferred Stock as to dividends, dividends declared on the upon shares of Series A Preferred Stock and Parity Stock such other equity security shall only be declared pro rata based upon the respective amounts that would have been paid on the Series A Preferred Stock and such Parity Stock other equity security had dividends been declared paid thereon in full. In addition to the foregoing restriction, the The Company shall not declare, pay or set apart funds for the payment of any dividends dividend or other distributions distribution (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company Company, or repurchase, redeem purchase or otherwise acquireredeem, or set apart funds for repurchase, the purchase or redemption or other acquisition of, any such Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or (i) unless and until the Company shall have paid full dividends on the Series A Preferred Stock in respect of any the four most recent Dividend PeriodPeriods (or such lesser number of Dividend Periods as shares of Series A Preferred Stock have been outstanding), unless or funds have been paid over to the dividend disbursing agent of the Company shallfor payment of such dividends (or set apart for such purpose if the Company then has no separate dividend disbursing agent), during such Dividend Period, declare and (ii) the Company has declared a cash dividend on the Series A Preferred Stock at the annual dividend rate in respect of such Annual Dividend Rate for the current Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company for the payment of such cash dividend on the Dividend Payment Date for such current Dividend PeriodPeriod (or set apart for such purpose if the Company then has no separate dividend disbursing agent). No dividend shall be paid or set aside for holders of Series A Preferred Stock for any Dividend Period unless full dividends have been paid or set aside for the holders of each class or series of equity securities of the Company Company, if any, ranking prior to the Series A Preferred Stock as to the dividends for such Dividend Period.

Priority as to Dividends. No full dividends shall be declared or paid or set apart for payment on Preferred Stock of any Parity Stock series ranking, as to dividends, on a parity with or Junior junior to the Series C Preferred Stock for any Dividend Period period unless full dividends for the current Dividend Period on the Series C Preferred Stock (including any accumulation in respect of unpaid dividends from prior Dividend Periods) have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Preferred Stock for such Dividend Period). When dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for any Dividend Period on upon the Series C Preferred Stock and any Parity other Preferred Stock ranking on a parity as to dividends with the Series C Preferred Stock, dividends declared on the Preferred Stock and Parity Stock shall only be declared pro rata based upon the respective amounts that would have been paid on the shares of Series C Preferred Stock and such Parity other Preferred Stock had ranking on a parity as to dividends been shall be declared pro rata, so that the amount of dividends declared per share on the Series C Preferred Stock and such other Preferred Stock shall bear in full. In addition all cases to each other the foregoing restriction, same ratio that accrued dividends for the Company shall not declare, pay or set apart funds for then current Dividend Period per share on the shares of Series C Preferred Stock (including any dividends or other distributions (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company or repurchase, redeem or otherwise acquire, or set apart funds for repurchase, redemption or other acquisition of, any Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or accumulation in respect of any unpaid dividends for prior Dividend PeriodPeriods) and accrued dividends, unless the Company shallincluding required or permitted accumulations, during such Dividend Period, declare a cash dividend on the Preferred Stock at the annual dividend rate in respect of such Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company for the payment of such cash dividend on the Dividend Payment Date for such Dividend Period. No dividend shall be paid or set aside for holders of Preferred Stock for any Dividend Period unless full dividends have been paid or set aside for the holders of each class or series of equity securities of the Company if any, ranking prior of such other Preferred Stock, bear to the Preferred Stock as to the dividends for such Dividend Periodeach other.

Priority as to Dividends. No full dividends shall be declared or paid or set apart for payment on Preferred Stock of any Parity Stock or Junior series ranking, as to dividends, junior to the Series A Preferred Stock for any Dividend Period period unless full dividends for the immediately preceding Dividend Period on the Series A Preferred Stock (including any accumulation in respect of unpaid dividend from prior Dividend Periods) have been or contemporaneously are declared and paid (or declared and a sum sufficient for the payment thereof set apart for such payment) on the Preferred Stock for such Dividend Period). When dividends are not paid in full (or declared and a sum sufficient for such full payment is not so set apart) for any Dividend Period on upon the Series A Preferred Stock and any Parity other Preferred Stock ranking on a parity as to dividends with the Series A Preferred Stock, dividends declared on the Preferred Stock and Parity Stock shall only be declared pro rata based upon the respective amounts that would have been paid on the shares of Series A Preferred Stock and such Parity other Preferred Stock had ranking on a parity as to dividends been shall be declared pro rata, so that the amount of dividends declared per share on the Series A Preferred Stock and such other Preferred Stock shall bear in full. In addition all cases to each other the foregoing restriction, same ratio that accrued dividends for the Company shall not declare, pay or set apart funds for then-current Dividend Period per share on the shares of Series A Preferred Stock (including any dividends or other distributions (other than in Common Stock or other Junior Stock) with respect to any Common Stock or other Junior Stock of the Company or repurchase, redeem or otherwise acquire, or set apart funds for repurchase, redemption or other acquisition of, any Common Stock or other Junior Stock through a sinking fund or otherwise, in any case during or accumulation in respect of any unpaid dividends for prior Dividend PeriodPeriods) and accrued dividends, unless the Company shallincluding required or permitted accumulations, during such Dividend Period, declare a cash dividend on the Preferred Stock at the annual dividend rate in respect of such Dividend Period, and sufficient funds have been paid over to the dividend disbursing agent for the Company for the payment of such cash dividend on the Dividend Payment Date for such Dividend Period. No dividend shall be paid or set aside for holders of Preferred Stock for any Dividend Period unless full dividends have been paid or set aside for the holders of each class or series of equity securities of the Company if any, ranking prior on such other Preferred Stock, bear to the Preferred Stock as to the dividends for such Dividend Periodeach other.