Common use of Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures Clause in Contracts

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ T7 Preferred Shares, the Series ___ T28 Preferred Shares, the Series ___ R7 Preferred Shares or the Series ___ R28 Preferred Shares, as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ T7 Preferred Shares, the Series ____ T28 Preferred Shares, the Series ___ R7 Preferred Shares Snares and the Series ___ R28 Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may beAMPS, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "“Auction."” (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's ’s Letter executed by BD and, in the case of _______________ Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Sharesshares of AMPS, the number of shares of each such series of Preferred Shares AMPS BD will sell to each such person and the number of shares of each such series of Preferred Shares AMPS BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "“Broker-Dealer" ” contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's ’s Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's ’s Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable ARCs Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may be, for the next Dividend Period thereforInterest Period. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All Without prejudice to Section 3.01(a) hereof, all of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph Section 1 of the Articles Supplementary may Supplemental Indenture may, with the prior written consent of the Market Agent, execute a Broker-Dealer Agreement and a Purchaser's Letter Agreements and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company Auction Agent may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders. The Auction Agent shall have no duty or liability with respect to monitoring or enforcing the requirements of this Section 2.01(d). (e) BD agrees to act as, and assumes the obligations of, and limitations and restrictions placed upon, a Broker-Dealer under this Broker-Dealer Agreement, and to otherwise act as, and assume the obligations of and limitations and restrictions placed upon, a Broker-Dealer under Section 4 of the Supplemental Indenture.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may beAMPS, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Sharesshares of AMPS, the number of shares of each such series of Preferred Shares AMPS BD will sell to each such person and the number of shares of each such series of Preferred Shares AMPS BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary Certificate of Designation may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company Trust may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Ordersorders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may beAMPS, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Sharesshares of AMPS, the number of shares of each such series of Preferred Shares AMPS BD will sell to each such person and the number of shares of each such series of Preferred Shares AMPS BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may Certificate of Designation may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company Trust may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ F28 Preferred Shares or the Series ___ F7 Preferred Shares, Shares as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ F28 Preferred Shares, Shares or the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ F7 Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ W28 Preferred Shares, Shares and the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ W7 Preferred Shares, as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of and _______________ _, a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ W28 Preferred Shares and the Series ___ W7 Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all XX xxxxxx other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ W7 Preferred Shares, the Series ___ Preferred Shares, the Series ___ W28 Preferred Shares or the Series ___ F7 Preferred Shares, as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Shearson Xxxxxx Brothers Inc., X.X. Xxxxxxx & Sons, Inc., Xxxxxx, Peabody & Co. Incorporated, PaineWebber Incorporated and Prudential Securities Incorporated, a list of persons to whom BD will initially sell the shares of Series ___ W7 Preferred Shares, the Series ____ Preferred Shares, the Series ___ W28 Preferred Shares and the Series ___ F7 Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may beAMPS, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Sharesshares of AMPS, the number of shares of each such series of Preferred Shares AMPS BD will sell to each such person and the number of shares of each such series of Preferred Shares AMPS BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary Certificate of Designation may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.'s

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the The provisions of the Auction Procedures will be followed by the Auction Agent Trust Company for the purpose of determining the Applicable Rate Rates for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may be, for the next Dividend Period thereforDARTS. Each periodic operation of such procedures Auction Procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) Unless BD has heretofore done so, BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own accountBD. BD agrees to act as, and assumes to assume the obligations of of, and to be subject to the limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 Section 6.9 (a) (vii) of Article VI of the Articles Supplementary By-Laws may execute a Broker-Dealer Agreement Agreements and a Purchaser's Letter Letters and participate as Broker-Dealers in Auctions. BD agrees to handle customer orders in accordance with its respective duties under applicable securities laws and rules. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Broker- Dealers, as the case may be, has have executed and deposited with the Trust Company a Purchaser's Letter. However, the Company may may, by notice to BD and all other Broker-Dealers Dealers, prohibit all Broker-Dealers from submitting Bids in Auctions for their own accountsaccount, provided that but the Broker-Dealers may continue to submit Hold Orders and Sell Orders. The Trust Company shall have no duty or responsibility to monitor the provisions of this Section 2.1 (d).

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ M28 Preferred Shares or the Series ___ M7 Preferred Shares, as the case may be, be for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Xxxxxx Special Securities Inc., X.X. Xxxxxxx & Sons, Inc., Xxxxxx, Peabody & Co. Incorporated, Xxxx Xxxxx Xxxx Xxxxxx Incorporated, PaineWebber Incorporated and Prudential Securities Incorporated, a list of persons to whom BD will initially sell the Series ___ Preferred Shares, shares of the Series ____ Preferred Shares, the Series ___ M28 Preferred Shares and the Series ___ M7 Preferred Shares, the number of shares of each both such series of Preferred Shares BD will sell to each such person and the number of shares of each both such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (ai) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (bii) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (ciii) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary Certificate of Designation may execute a Broker-Broker- Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (div) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ F28 Preferred Shares or the Series ___ F7 Preferred Shares, as the case may be, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , and a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ F28 Preferred Shares and the Series ___ F7 Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the The provisions of the Auction Procedures will be followed by the Auction Agent Trust Company for the purpose of determining the Applicable Rate Rates for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may be, for the next Dividend Period thereforDARTS. Each periodic operation of such procedures Auction Procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) Unless BD has heretofore done so, BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ , a list of persons to whom BD will initially sell the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Shares, the number of shares of each such series of Preferred Shares BD will sell to each such person and the number of shares of each such series of Preferred Shares BD will hold for its own accountBD. BD agrees to act as, and assumes to assume the obligations of of, and to be subject to the limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 Section 6.9 (a) (vii) of Article VI of the Articles Supplementary By-Laws may execute a Broker-Dealer Agreement Agreements and a Purchaser's Letter Letters and participate as Broker-Dealers in Auctions. BD agrees to handle customer orders in accordance with its respective duties under applicable securities laws and rules. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has have executed and deposited with the Trust Company a Purchaser's Letter. However, the Company may may, by notice to BD and all other Broker-Dealers Broker- Dealers, prohibit all Broker-Dealers from submitting Bids in Auctions for their own accountsaccount, provided that but the Broker-Dealers may continue to submit Hold Orders and Sell Orders. The Trust Company shall have no duty or responsibility to monitor the provisions of this Section 2.1 (d).

Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures. (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the Series ___ Preferred Shares, the Series ___ Preferred Shares, the Series ___ Preferred Shares or the Series ___ Preferred Shares, as the case may beeach series of AMPS, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction." (b) All of the provisions contained in the Auction Procedures and the Settlement Procedures are incorporated herein by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions were fully set forth herein. (c) BD is delivering herewith a Purchaser's Letter executed by BD and, in the case of _______________ Merrill Lynch, Pierce, Fenner & Smith Incorporated, a list of persons xxxxxxs to whom BD will initially sell wilx xxxxialxx xxll the Series ___ Preferred Shares, the Series ____ Preferred Shares, the Series ___ Preferred Shares and the Series ___ Preferred Sharesshares of each series of AMPS, the number of shares of each such series of Preferred Shares AMPS BD will sell to each such person and the number of shares of each such series of Preferred Shares AMPS BD will hold for its own account. BD agrees to act as, and assumes the obligations of and limitations and restrictions placed upon, a Broker- Broker-Dealer under this Agreement. BD understands that other Persons meeting the requirements specified in the definition of "Broker-Dealer" contained in Paragraph 1 of the Articles Supplementary may execute a Broker-Dealer Agreement and a Purchaser's Letter and participate as Broker-Dealers in Auctions. (d) BD and other Broker-Dealers may participate in Auctions for their own accounts, provided that BD or such other Broker-Dealers, as the case may be, has executed a Purchaser's Letter. However, the Company may by notice to BD and all other Broker-Dealers prohibit all Broker-Dealers from submitting Bids in Auctions for their own accounts, provided that Broker-Dealers may continue to submit Hold Orders and Sell Orders.