Common use of Redemption of Stock Clause in Contracts

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 days’ notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price, as set forth in the Certificate, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the Certificate. Notice of redemption of Stock will also be given by the Company by publication in a newspaper of general circulation in the County of Los Angeles and the City of New York, such publication to be made once a week for two successive weeks commencing not less than 30 nor more than 60 days prior to the redemption date, and the Depositary will publish a notice of redemption of the Depositary Shares containing the same type of information and in the same manner as the Company’s notice of redemption. 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 of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, postage prepaid, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, Shares (the “Redemption Date”) to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses address of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any The Company will provide the Depositary with the information necessary for the Depositary to prepare such notice and each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemedredeemed and, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case fewer if less than all the outstanding Depositary Shares held by any such holder are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board number of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary Receipts evidencing such Depositary Shares held by such holder to be so redeemed; (except iii) 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.Share;

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Articles, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 60 days’ 45 days and not more than 75 days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary Share Redemption Price, which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyArticles. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price per share of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with and as required by the provisions of the Articles (the “Preferred Stock Redemption Price”), the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, 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 record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price (as defined below); and (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price (as defined below). In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by the Depositary by lot or pro rata or by lot in a manner (as nearly as may be), as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one-four thousandth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Articles, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), written notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Articles. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to the Depository the redemption price of the Stock to be redeemed in accordance with the provisions of the Articles, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, provide notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by reasonably acceptable transmission method, promptly upon receipt of as determined by the Company’s notice to redeem shares of Stock and Depository, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to provide any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be prepared by the Corporation and shall state: (i) the Redemption Date; (ii) the redemption price; (iii) if fewer than all Depositary Shares are required to be published by the Company. On the date of such redemptionredeemed, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid redeemed; and (iv) the manner in full to which holders of the Depositary Shares called for redemption may obtain payment of the redemption price of the Stock in respect to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemptionthose Depositary Shares. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined pro rata or by lot selected in a manner determined by accordance with the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Articles. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccumulate from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction 1/400th of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Articles, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with payment of the redemption paymentprice for any and all other amounts payable in respect of the Depositary Shares called for redemption, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. The Corporation shall be entitled to receive, from time to time, from the Depositary any interest accrued on such funds deposited with the Depository, and the holders of any Receipts called for redemption shall have no claim to any such interest. Any funds so deposited and unclaimed at the end of two years from the applicable Redemption Date shall, to the extent permitted by law, be repaid by the Depository to the Corporation.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ ' notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price, as set forth in the Certificate, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the Certificate. Notice of redemption of Stock will also be given by the Company by publication in a newspaper of general circulation in the County of Los Angeles and the City of New York, such publication to be made once a week for two successive weeks commencing not less than 30 nor more than 60 days prior to the redemption date, and the Depositary will publish a notice of redemption of the Depositary Shares containing the same type of information and in the same manner as the Company's notice of redemption. 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 of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Company's redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, postage prepaid, promptly upon receipt of the Company’s 's notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, Shares (the "Redemption Date") to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses address of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any The Company will provide the Depositary with the information necessary for the Depositary to prepare such notice and each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemedredeemed and, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case fewer if less than all the outstanding Depositary Shares held by any such holder are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board number of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary Receipts evidencing such Depositary Shares held by such holder to be so redeemed; (except iii) 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.Share;

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 days’ ' notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s 's notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Incorporation and the Certificate of Designations, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 30 nor more than 60 days’ notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyStock. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto thereon, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of such redemption and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, first-class postage prepaid, not less than 20 and not more than 50 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice to one or more such holders nor any defect in any notice to one or more such holders shall affect the sufficiency of the proceedings for redemptions to the other holders. Each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price (which shall include full cumulative dividends thereon to the Redemption Date); (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock underlying the Depositary Shares to be redeemed will cease to accumulate at the close of business on such Redemption Date. In case fewer less than all the outstanding Outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner such other method as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company’s notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such Proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-fourth of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary SharesShare, including one-fourth of all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares a share of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 40 nor more than 70 days’ ' notice of the date of such proposed redemption and of Stock, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the number Certificate. Such notice, if given more than 60 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such shares redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock held by the Depositary to be so redeemed redeemed, plus any accrued and unpaid dividends thereon, the applicable redemption priceDepositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner (subject to rounding to avoid fractions of the Depositary Shares) as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, including any accrued and unpaid dividends thereon) shall, to the extent of such Depositary Shares, cease and terminate. Upon terminate and, upon surrender in accordance with said notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require)) in accordance with such notice, such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one _________ of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock Stock, plus the same fraction of all money accrued and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of unpaid dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further thereon to the terms and conditions of the Certificate of Determinationdate fixed for redemption. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 40 nor more than 70 days’ notice of the date of such proposed redemption and of Stock, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the number Certificate. Such notice, if given more than 60 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such shares redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock held by the Depositary to be so redeemed redeemed, plus any accrued and unpaid dividends thereon, the applicable redemption priceDepositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where, or other applicable method by which, Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner (subject to rounding to avoid fractions of the Depositary Shares) as may be determined by the Board of Directors of the CompanyDepositary to be equitable and in compliance with any applicable rules and law. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company’s notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, including any accrued and unpaid dividends thereon) shall, to the extent of such Depositary Shares, cease and terminate. Upon terminate and, upon surrender in accordance with said notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require)) in accordance with such notice, such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of Stock, plus accrued and unpaid dividends on such a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determinationdate fixed for redemption. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 60 days’ 25 days and not more than 75 days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyCertificate. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the 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 determined selected by the Depositary by lot or pro rata or by lot in a manner (as nearly as may be), as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-twelve hundredth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated accrued on the shares of Stock to be so redeemed and have not theretofore therefore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Articles, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 35 days and not more than 60 days’ days prior to the Redemption Date (as defined below), written notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Articles. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed in accordance with the provisions of the Articles, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, provide notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by reasonably acceptable transmission method, promptly upon receipt of as determined by the Company’s notice to redeem shares of Stock and Depository, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to provide any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be prepared by the Corporation and shall state: (i) the Redemption Date; (ii) the redemption price; (iii) if fewer than all Depositary Shares are required to be published by the Company. On the date of such redemptionredeemed, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid redeemed; and (iv) the manner in full to which holders of the Depositary Shares called for redemption may obtain payment of the redemption price of the Stock in respect to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemptionthose Depositary Shares. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined pro rata or by lot selected in a manner determined by accordance with the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Articles. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by i) the Depositary Shares called being redeemed from such proceeds shall no longer be outstanding for redemption)any purpose, (ii) dividends on the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and (iii) all rights of the holders Holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, without interest) shall, to the extent of such Depositary Shares, cease terminate, and terminate. Upon (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction 1/40th of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Articles, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with payment of the redemption paymentprice for any and all other amounts payable in respect of the Depositary Shares called for redemption, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of two years from the applicable Redemption Date, without further action necessary on the part of the Corporation. All funds received by Computershare under this Agreement that are to be distributed or applied by Computershare in the performance of services (the “Funds”) shall be held by Computershare as agent for the Corporation and deposited in one or more bank accounts to be maintained by Computershare in its name as agent for the Corporation. Until paid pursuant to this Agreement, Computershare may hold or invest the Funds through such accounts in: (i) obligations of, or guaranteed by, the United States of America, (ii) commercial paper obligations rated A-1 or P-1 or better by Standard & Poor’s Corporation (“S&P”) or Mxxxx’x Investors Service, Inc. (“Moody’s”), respectively, (iii) money market funds that comply with Rule 2a-7 of the Investment Company Act of 1940, as amended, or (iv) demand deposit accounts, short-term certificates of deposit, bank repurchase agreements or bankers’ acceptances, of commercial banks with Tier 1 capital exceeding $1 billion or with an average rating above investment grade by S&P (LT Local Issuer Credit Rating), Moody’s (Long Term Rating) and Fitch Ratings, Inc. (LT Issuer Default Rating) (each as reported by Bloomberg Finance L.P.). Computershare shall have no responsibility or liability for any diminution of the Funds that may result from any deposit or investment made by Computershare in accordance with this paragraph, including any losses resulting from a default by any bank, financial institution or other third party. Computershare may from time to time receive interest, dividends or other earnings in connection with such deposits or investments. Computershare shall not be obligated to pay such interest, dividends or earnings to the Corporation, any holder or any other party.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 60 days’ 25 days and not more than 75 days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyCertificate. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 15 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the 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 determined selected by the Depositary by lot or pro rata or by lot in a manner (as nearly as may be), as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-twelve hundredth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated accrued on the shares of Stock to be so redeemed and have not theretofore therefore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Company's Articles of Incorporation or Articles Supplementary, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ 45 days notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , as set forth in the Articles Supplementary, which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares 's Articles of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyIncorporation or Articles Supplementary. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of any such redemption. In case fewer than all the outstanding Articles Supplementary, the Depositary shall redeem the number of Depositary Shares are representing such Stock. The Depositary shall mail notice of the Company's redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date") to the record holders of the Receipts evidencing the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by so redeemed, at the Board address of Directors of the Company. Notice having been mailed such holders as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends they appear on the shares records of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.the

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-thousandth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Company's Articles of Incorporation or Articles Supplementary, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ 30 days notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , as set forth in the Articles Supplementary, which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares 's Articles of Incorporation or Articles Supplementary. Notice of redemption of Stock and will also be given by the Company by publication in a newspaper of general circulation in the City of New York, such publication to be made once a week for two successive weeks commencing not less than 30 and not nor more than 60 days prior to the date fixed for redemption date, and the Depositary will publish a notice of such Stock and Depositary Shares, to the record holders redemption of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as containing the same appear on the records type of the Depositary. Any such notice shall also be published information and in the same manner as notices of redemption of the Stock are required to be published by the Company's notice of redemption. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of any such redemption. In case fewer than all the outstanding Depositary Shares are to be redeemedArticles Supplementary, the Depositary shall redeem the number of Depositary Shares to be redeemed representing such Stock. The Depositary shall be determined pro rata or by lot in a manner determined by the Board of Directors mail notice of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.'s

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 46 nor more than 91 days’ ' notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and redeemed, which notice shall be accompanied by a certificate from the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not Certificate. Such notice, if given more than 60 90 days prior to the date fixed for redemption of such Stock and Depositary Sharesdate, shall be in addition to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by given for redemption pursuant to the CompanyCertificate. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto thereon, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of such redemption and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, first-class postage prepaid, not less than 45 and not more than 90 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date") to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice to one or more such holders nor any defect in any notice to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other others. Each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the Depositary Shares to be redeemed will cease to accumulate 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 determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-fortieth of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Designations (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable Depositary Share Redemption Price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption priceof Stock is in accordance with the provisions of the Certificate of Designations. On the date of such redemption, provided that the Corporation shall then have paid or caused to be paid in full to the Depositary the Redemption Price (as defined in the Certificate of Designations) per share of Stock to be redeemed, in accordance with and as required by the provisions of the Certificate of Designations, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the addresses of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any Each such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price and unpaid (v) that dividends payable with respect thereto on such shares of Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one one-hundredth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 days’ ' notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the CompanyDirectors. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so requirere quire), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such proposed redemption, by first class mail, postage prepaid not less than 60 days’ notice 40 or more than 70 days prior to the date fixed for redemption of Stock in accordance with Section [3(b)] of the Certificate. On the date of such proposed redemption, provided that the Company shall then have paid in full to the Depositary the redemption and price of the number of such shares of Stock held by to be redeemed, plus any accrued and unpaid dividends thereon, the Depositary shall redeem the Depositary Shares relating to be so redeemed and the applicable redemption pricesuch Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing relating to the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock underlying the Depositary Shares to be redeemed will cease to accrue and accumulate at the date close of any business on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot, pro rata or by lot in a manner such other method as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced 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 Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accrueaccrue and accumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction proportionate part of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by paid with respect to such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Incorporation and the Certificate of Designations, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 30 nor more than 60 days’ ' notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyStock. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto thereon, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of such redemption and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, first-class postage prepaid, not less than 20 and not more than 50 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date"), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice to one or more such holders nor any defect in any notice to one or more such holders shall affect the sufficiency of the proceedings for redemptions to the other holders. Each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price (which shall include full cumulative dividends thereon to the Redemption Date); (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock underlying the Depositary Shares to be redeemed will cease to accumulate at the close of business on such Redemption Date. In case fewer less than all the outstanding Outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner such other method as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such Proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-fourth of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary SharesShare, including one-fourth of all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares a share of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ ' notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , as set forth in the Certificate, which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous provisions of the Certificate. Notice of redemption of Depositary Shares representing Stock will also be given by the Stock Company by publication in a newspaper of general circulation in the City of New York, such publication to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and made once a week for two successive weeks commencing not less than 30 and not nor more than 60 90 days prior to the date fixed for redemption date, and the Depositary will publish a notice of such Stock and Depositary Shares, to the record holders redemption of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as containing the same appear on the records type of the Depositary. Any such notice shall also be published information and in the same manner as notices of redemption of the Stock are required to be published by the Company's notice of redemption. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company's redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date") to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the address of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. In case fewer The Company will provide the Depositary with the information necessary for the Depositary to prepare such notice and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the outstanding Depositary Shares held by any such holder are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board number of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary Receipts evidencing such Depositary Shares held by such holder to be so redeemed; (except iii) 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.Share;

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any Depository (provided that, if the Depositary Shares are held through DTC, the Depository shall give such notice shall also be published in accordance with the same manner as notices procedures of DTC); but neither failure to mail any notice of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-thousandth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 40 nor more than 70 days’ ' notice of the date of such proposed redemption and of Stock, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the number Certificate. Such notice, if given more than 60 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such shares redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock held by the Depositary to be so redeemed redeemed, plus any accrued and unpaid dividends thereon, the applicable redemption priceDepositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate from and after such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner (subject to rounding to avoid fractions of the Depositary Shares) as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, including any accrued and unpaid dividends thereon) shall, to the extent of such Depositary Shares, cease and terminate. Upon terminate and, upon surrender in accordance with said notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require)) in accordance with such notice, such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction [insert fractional share] of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock Stock, plus the same fraction of all money accrued and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of unpaid dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further thereon to the terms and conditions of the Certificate of Determinationdate fixed for redemption. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ ' notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , as set forth in the Certificate, which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the Certificate. Notice of redemption of Stock will also be given by the Company by publication in a newspaper of general circulation in the County of Los Angeles and the proposed simultaneous redemption City of Depositary Shares representing the Stock New York, such publication to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and made once a week for two successive weeks commencing not less than 30 and not nor more than 60 days prior to the date fixed for redemption date, and the Depositary will publish a notice of such Stock and Depositary Shares, to the record holders redemption of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as containing the same appear on the records type of the Depositary. Any such notice shall also be published information and in the same manner as notices of redemption of the Stock are required to be published by the Company's notice of redemption. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of any such redemption. In case fewer than all the outstanding Certificate, the Depositary shall redeem the number of Depositary Shares are representing such Stock. The Depositary shall mail notice of the Company's redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date") to the record holders of the Receipts evidencing the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by so redeemed, at the Board address of Directors such holders as they appear on the records of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed Depositary; but neither failure to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.mail any such

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-thousandth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation. The Corporation acknowledges that the bank accounts maintained by Computershare in connection with the services provided under this Agreement will be in Computershare’s name and that Computershare may receive investment earnings in connection with the investment at Computershare’s risk and for its benefit of funds held in those accounts from time to time. Neither the Corporation nor the record holders will receive interest on any deposits or funds held by Computershare hereunder.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 30 nor more than 60 days’ days notice of the date of such proposed redemption of Stock in accordance with Section (c) of the Certificate. On the date of such redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock to be redeemed, the Depositary shall redeem the Depositary Shares relating to such Stock. The Depositary shall mail notice of such redemption and the proposed simultaneous redemption of the number of such shares of Depositary Shares relating to the Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mailredeemed, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock underlying the Depositary Shares to be redeemed will cease to accumulate at the date close of any business on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-tenth of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by underlying such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 5 business days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 5 business days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any Depository (provided that, if the Depositary Shares are held through DTC, the Depository shall give such notice shall also be published in accordance with the same manner as notices procedures of DTC); but neither failure to mail any notice of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-twenty-fifth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation.

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 30 days’ ' prior written notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price, including the amount, if any, of accrued and unpaid dividends thereon to and including the date fixed for redemption. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of the Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not nor more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case If fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner any other equitable method determined by the Board of Directors Company that will not result in a violation of the CompanyOwnership Limit. Notice having been mailed as aforesaid, from and after the Redemption Date redemption date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced represented by the Depositary Shares called for redemption), all dividends on the shares of Stock so 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 Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice plus all accrued and unpaid dividends to and including the redemption date) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of accrued and unpaid dividends which on to and including the Redemption Date have accumulated redemption date on the shares of Stock to be so redeemed and have not theretofore been paidredeemed. The foregoing is further subject further to the terms and conditions of the Certificate of DeterminationArticles Supplementary. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall ------------------- elect to redeem shares of StockStock 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 60 40 nor more than 70 days’ ' notice of the date of such proposed redemption of Stock, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. Such notice, if given more than 60 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such redemption, provided that the Corporation shall then have paid in full to the Depositary the redemption price of the Stock to be redeemed, including any accrued and of unpaid dividends thereon, the Depositary shall redeem the number of Depositary Shares representing such shares of Stock held by the Depositary to be so redeemed and the applicable redemption priceStock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not nor more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they appear on the records of the Depositary; provided that neither any failure to mail 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 of the proceedings for redemption as to any other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of Depositary or by any other method that may be determined by the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the earlier of (i) the time of deposit of funds, pursuant to Paragraph 5 of the Certificate, necessary for such redemption with the Paying Agent in trust for the pro rata benefit of the holders of Stock represented by the Depositary Shares called for redemption or (ii) the Redemption Date (unless the Company Corporation shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Corporation's notice provided for redemptionin the preceding paragraph), all dividends on the shares in respect of each share of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-_______ (1/__) of the redemption price per share paid with in respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company Corporation in respect of dividends which that on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.. Notwithstanding anything to the contrary herein, the Corporation may purchase or acquire shares of Stock represented by the Depositary Shares pursuant to a tender or exchange offer as set forth in Paragraph ____ of the Certificate; provided, however, that if some, but less -------- ------- than all, of the shares of Stock represented by the Depositary Shares are to be purchased or otherwise acquired pursuant to such tender or exchange offer and the number of shares of Stock represented by the Depositary Shares so tendered exceeds the number of shares of Stock represented by the Depositary Shares so to be purchased or otherwise acquired

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 days’ ' notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice furnished by the Company of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of record at the Depositary close of business on the record date fixed for such redemption pursuant to the Deposit Agreement 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. Any such notice shall also be published in the same manner as notices of redemption of specified in the Stock are required to be published by the CompanyDeposit Agreement. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed StockStock so called for redemption; provided, that the Company shall then have paid or caused to be paid in full to the Depositary the cash redemption price of the Stock to be redeemed, plus redeemed (including any accrued and unpaid dividends payable with respect thereto (including, without limitation, accumulated dividends, if any, for prior dividend periods) to the date of any such redemption). In case If fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined selected pro rata or by lot in a manner or by any other equitable method determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date redemption date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called notice of redemption and to pay in full the redemption price therefor (including accrued and unpaid dividends (including accumulated dividends, if any, for redemptionprior dividend periods)), all dividends on in respect of the shares of Stock so 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 Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption priceprice together with accrued and unpaid dividends, if any, thereon (including, without limitation, accumulated dividends, if any, for prior dividend periods) and any money or other property to which holders of such Receipts were entitled upon such redemption) shall, to the extent of such Depositary Shares, cease and terminate. Upon surrender in accordance with said notice of the Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a cash redemption price per Depositary Share equal to the same fraction of $[ ], plus [ ]th of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money accrued and other propertyunpaid dividends (including, without limitation, accumulated dividends, if any, represented by for prior dividend periods), if any, payable on one share of Stock upon such Depositary Sharesredemption, including all amounts paid by the Company plus [ ]th of any other money and other property payable in respect of dividends which on the Redemption Date have accumulated on the shares one such share of Stock to be so redeemed and have not theretofore been paidupon such redemption. The foregoing is subject further to the further terms and conditions of the Certificate of DeterminationDesignation and the Deposit Agreement. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the cash redemption paymentprice, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.. [Add Conversion/Exchange provision, if applicable]

Redemption of Stock. Whenever the Company shall be permitted -------------------- and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 60 days’ 25 days and not more than 75 days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyCertificate. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company's redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 10 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date"), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall state: (i) the Redemption Date, (ii) the number of Depositary Shares to be redeemed and, if less than all the Depository Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the 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 determined selected by the Depositary by Lot or pro rata or by lot in a manner (as nearly as may be), as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-four hundredth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated accrued on the shares of Stock to be so redeemed and have not theretofore therefore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 40 nor more than 70 days’ ' notice of the date of such proposed redemption and of Stock, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the number Certificate. Such notice, if given more than 60 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such shares redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock held by the Depositary to be so redeemed redeemed, plus any accrued and unpaid dividends thereon, the applicable redemption priceDepositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner (subject to rounding to avoid fractions of the Depositary Shares) as may be determined by the Board of Directors of the Company. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, including any accrued and unpaid dividends thereon) shall, to the extent of such Depositary Shares, cease and terminate. Upon terminate and, upon surrender in accordance with said notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require)) in accordance with such notice, such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one ______ of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock Stock, plus the same fraction of all money accrued and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of unpaid dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further thereon to the terms and conditions of the Certificate of Determinationdate fixed for redemption. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, if the Certificate provides for such redemption, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 40 nor more than 70 days’ ' notice of the date of such proposed redemption of Stock, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the Certificate. Such notice, if given more than 50 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and of unpaid dividends thereon, the Depositary shall redeem the number of Depositary Shares representing such shares of Stock held by the Depositary to be so redeemed and the applicable redemption priceStock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected on a pro rata or by lot in a manner basis as determined by the Board of Directors of the Company. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, Shares cease and terminate. Upon terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction [one quarter] of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-twenty-fifth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Designations (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable Depositary Share Redemption Price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption priceof Stock is in accordance with the provisions of the Certificate of Designations. On the date of such redemption, provided that the Corporation shall then have paid or caused to be paid in full to the Depositary the Redemption Price (as defined in the Certificate of Designations) per share of Stock to be redeemed, in accordance with and as required by the provisions of the Certificate of Designations, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the addresses of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any Each such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price and unpaid (v) that dividends payable with respect thereto on such shares of Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one-fortieth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect Corporation is permitted and elects to redeem shares of StockStock in accordance with the provisions of the Certificate of Designation, it the Corporation shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 30 days’ and not more than 60 days’ notice of the date of such the proposed redemption of Stock and of the number of such the shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaidas set forth in the Certificate of Designation, which notice must be accompanied by Certificate of Designation from the Corporation stating that the redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares Certificate of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyDesignation. On the date of such the redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall Corporation has then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate of Designation, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first class mail, postage prepaid, not less than 20 and not more than 50 days prior to the date fixed for redemption of the Stock and Depositary Shares (the “Redemption Date”) to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as they appear on the records of the Depositary. Neither a failure to mail notice of redemption of Depositary Shares to one or more holders nor any defect in a notice of redemption of Depositary Shares to one or more holders will affect the sufficiency of the proceedings for redemption as to the other holders. The Corporation shall provide the Depositary with the information necessary for the Depositary to prepare a redemption notice and each such notice must state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such redemptionholder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the 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 shall select the Depositary Shares to be so redeemed shall be determined by lot or pro rata (as nearly as may be) or by lot any other method, in a manner each case, as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption shall will cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption shall being redeemed from such proceeds will be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shallwill, to the extent of such Depositary Shares, cease and terminate. Upon , and (iv) upon surrender in accordance with said the redemption notice of the Depositary Receipts evidencing such any Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so requirerequires), such the Depositary shall redeem the Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction one-[ ] of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will shall deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-twenty-fifth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation. The Corporation acknowledges that the bank accounts maintained by Computershare in connection with the services provided under this Agreement will be in Computershare’s name and that Computershare may receive investment earnings in connection with the investment at Computershare’s risk and for its benefit of funds held in those accounts from time to time. Neither the Corporation nor the record holders will receive interest on any deposits or funds held by Computershare hereunder.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ ' notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , as set forth in the Certificate, which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyCertificate. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company's redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date") to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the address of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. The Company will provide the Depositary with the information necessary for the Depositary to prepare such notice and each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the 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 determined pro rata selected by the Depositary by lot or by lot any other substantially equivalent method, in a manner each case, as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further Any funds deposited by the Company with the Depositary for any Depositary Shares that the holders thereof fail to redeem will be returned to the terms and conditions Company after a period of two years from the Certificate of Determinationdate such funds are so deposited. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Designations (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable Depositary Share Redemption Price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption priceof Stock is in accordance with the provisions of the Certificate of Designations. On the date of such redemption, provided that the Corporation shall then have paid or caused to be paid in full to the Depositary the Redemption Price (as defined in the Certificate of Designations) per share of Stock to be redeemed, in accordance with and as required by the provisions of the Certificate of Designations, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid, not less than 30 10 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the addresses of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any Each such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price and unpaid (v) that dividends payable with respect thereto on such shares of Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one one-hundredth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Articles (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary Share Redemption Price (as defined below), which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyArticles. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price per share of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with and as required by the provisions of the Articles (the “Preferred Stock Redemption Price”), the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, 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 record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders; provided however, that if the Depositary Shares are represented by a Global Registered Receipt as described in Section 2.9 below, notice will be given in accordance with the procedures of DTC. Unless DTC procedures require otherwise, each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price; and (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by the Depositary by lot or pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed (as aforesaid, from and after the Redemption Date nearly as may be). (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one-fortieth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect ------------------- to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such proposed redemption, by first class mail, postage prepaid, not less than 60 days’ notice 40 or more than 70 days prior to the date fixed for redemption of Stock in accordance with Section 3(b) of the Certificate. On the date of such proposed redemption, provided that the Company shall then have paid in full to the Depositary the redemption and price of the number of such shares of Stock held by to be redeemed, plus any accrued and unpaid dividends thereon, the Depositary shall redeem the Depositary Shares relating to be so redeemed and the applicable redemption pricesuch Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing relating to the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they appear on the records of the Depositary; provided, however, -------- ------- neither failure to mail 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 of the proceedings for redemption as to other holders. Any Each such notice shall also state: (i) the Redemption Date; (ii) the place or places where Receipts evidencing Depositary Shares are to be published surrendered for payment of the redemption price; (iii) the redemption price; (iv) that dividends in the same manner as notices of redemption respect of the Stock are required underlying the Depositary Shares to be published by redeemed will cease to accrue and accumulate at the Company. On the date close of business on such redemption, the Depositary shall redeem Redemption Date; (v) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; and unpaid dividends payable with respect thereto to (vi) if a date other than the Redemption Date, the date of any such redemptionfrom and after which the Stock and Depositary Shares shall no longer be deemed to be outstanding. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot, pro rata or by lot in a manner such other method as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced 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 Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accrueaccrue and accumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed to be no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction proportionate part of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by paid with respect to such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that such Replacement Receipt -------- ------- shall be issued only in denominations of whole Depositary Shares and cash will be payable in respect of fractional interests.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Designations (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate of Designations. On the date of such redemption, provided that the Corporation shall then have paid or caused to be paid in full to the Depositary the Redemption Price per share of Stock to be redeemed, in accordance with and as required by the provisions of the Certificate of Designations, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed shall be (1) mailed by first-class mail, promptly upon receipt postage prepaid, at the respective last addresses as they appear on the records of the Company’s notice to redeem shares of Stock and Depositary, or (2) transmitted by such other method approved by the Depositary, in its reasonable discretion, in either case not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the addresses of such holders as the same they appear on the records of the Depositary; but neither failure to mail or transmit any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any Each such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price and unpaid (v) that dividends payable with respect thereto on such shares of Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or , by lot or in a such other manner determined by as the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Corporation may determine to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the redemption price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the redemption price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-thousandth of the redemption price Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Articles of Amendment, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 60 days’ 35 days and not more than 75 days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable Redemption Price, which notice shall be accompanied by a certificate from the Company stating that such redemption priceof Stock is in accordance with the provisions of the Articles of Amendment. 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 of the Stock to be redeemed in accordance with the provisions of the Articles of Amendment, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of postage prepaid (or another transmission method reasonably acceptable to the Company’s notice to redeem shares of Stock and ), not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the addresses of such holders as the same they appear on the records of the Depositary; but neither failure to mail or transmit any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the validity of the proceedings for redemption as to the other holders. Any Each such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published prepared by the Company. On Company and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Redemption Price; and unpaid (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Redemption Price; and (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by the Depositary by lot or pro rata or by lot in a any other manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by that the Depositary Shares called for redemption), may deem equitable. (i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption priceRedemption Price) shall, to the extent of such Depositary Shares, cease and terminate. Upon , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-four thousandth (1/4,000th) of the redemption price Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption. The Company shall be entitled to receive, from time to time, from the Depositary any interest accrued on such funds deposited with the Depositary, and the holders of any Receipts called for redemption shall have no claim to any such interest. Any funds so deposited and unclaimed at the end of two years from the applicable Redemption Date shall, to the extent permitted by law, be repaid by the Depositary to the Company.

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 days’ ' notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock Stock, and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of or the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; , provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemption. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the CompanyDirectors. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts Receipt evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of DeterminationArticles Supplementary. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect or be required to redeem shares of StockStock in accordance with the provisions of the Certificate of Designation, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 10 days’ prior notice of the proposed date of such proposed the mailing of a notice of redemption of Stock to the record holders of receipts and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares Certificate of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyDesignation. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable thereon to the date fixed for redemption, in accordance with respect thereto the provisions of the Certificate of Designation, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 30 and not more than 90 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as they appear on the records of the Depositary on the [ ] day prior to the date of such notice; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) the dividends in respect of the Stock represented by the Depositary Shares to be redeemed will cease to accumulate 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 determined selected by lot or pro rata or by lot in a manner (as nearly as may be) as may be determined by the Board of Directors of Depositary or any other method which may be determined by the CompanyDepositary in its sole discretion to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), (i) dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 terminate and, (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction [ ] [ ]% of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption. The Depositary shall remit to the Company 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, without further action necessary on the part of the Company.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 30 nor more than 60 days’ days notice of the date of such proposed redemption of Stock in accordance with Section (c) of the Certificate. On the date of such redemption, provided that the Company shall then have paid in full to the Depositary the redemption price of the Stock to be redeemed, the Depositary shall redeem the Depositary Shares relating to such Stock. The Depositary shall mail notice of such redemption and the proposed simultaneous redemption of the number of such shares of Depositary Shares relating to the Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mailredeemed, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock underlying the Depositary Shares to be redeemed will cease to accumulate at the date close of any business on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-fifth of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by underlying such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate of Designation, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such proposed redemption, by first class mail, postage prepaid not less than 60 days’ notice [_] or more than [_] days prior to the date fixed for redemption of Stock in accordance with Section ___ of the Certificate of Designation. On the date of such proposed redemption, provided that the Company shall then have paid in full to the Depositary the redemption and price of the number of such shares of Stock held by to be redeemed, plus any accrued and unpaid dividends thereon, the Depositary shall redeem the Depositary Shares relating to be so redeemed and the applicable redemption pricesuch Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing relating to the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if fewer than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock underlying the Depositary Shares to be redeemed will cease to accrue and accumulate at the date close of any business on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced 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 Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accrueaccrue and accumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction proportionate part of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by paid with respect to such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is shall be subject further to the terms and conditions of the Certificate of DeterminationDesignation. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of Stock, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 days’ ' notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of or the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; , provided, that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends dividend payable with respect thereto to the date of any such redemption. In case fewer than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the CompanyDirectors. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts Receipt evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Articles, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 35 days and not more than 60 days’ days prior to the Redemption Date (as defined below), written notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Articles. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed in accordance with the provisions of the Articles, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, provide notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by reasonably acceptable transmission method, promptly upon receipt of as determined by the Company’s notice to redeem shares of Stock and Depository, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to provide any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be prepared by the Corporation and shall state: (i) the Redemption Date; (ii) the redemption price; (iii) if fewer than all Depositary Shares are required to be published by the Company. On the date of such redemptionredeemed, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid redeemed; and (iv) the manner in full to which holders of the Depositary Shares called for redemption may obtain payment of the redemption price of the Stock in respect to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemptionthose Depositary Shares. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined pro rata or by lot selected in a manner determined by accordance with the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Articles. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by i) the Depositary Shares called being redeemed from such proceeds shall no longer be outstanding for redemption)any purpose, (ii) dividends on the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and (iii) all rights of the holders Holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, without interest) shall, to the extent of such Depositary Shares, cease terminate, and terminate. Upon (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction 1/40th of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Articles, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with payment of the redemption paymentprice for any and all other amounts payable in respect of the Depositary Shares called for redemption, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of two years from the applicable Redemption Date, without further action necessary on the part of the Corporation. All funds received by Computershare under this Agreement that are to be distributed or applied by Computershare in the performance of services (the “Funds”) shall be held by Computershare as agent for the Corporation and deposited in one or more bank accounts to be maintained by Computershare in its name as agent for the Corporation. Until paid pursuant to this Agreement, Computershare may hold or invest the Funds through such accounts in: (i) funds backed by obligations of, or guaranteed by, the United States of America, (ii) debt or commercial paper obligations rated A-1 or P-1 or better by S&P Global Inc. (“S&P”) or Xxxxx'x Investors Service, Inc. (“Xxxxx’x”), respectively, (iii) Government and Treasury backed AAA-rated Fixed NAV money market funds that comply with Rule 2a-7 of the Investment Company Act of 1940, as amended, or (iv) short-term certificates of deposit, bank repurchase agreements, and bank accounts with commercial banks with Tier 1 capital exceeding $1 billion, or with an investment grade rating by S&P (LT Local Issuer Credit Rating), Moody’s (Long Term Rating) and Fitch Ratings, Inc. (LT Issuer Default Rating) (each as reported by Bloomberg Finance L.P.). Computershare shall have no responsibility or liability for any diminution of the Funds that may result from any deposit or investment made by Computershare in accordance with this paragraph, including any losses resulting from a default by any bank, financial institution or other third party. Computershare may from time to time receive interest, dividends or other earnings in connection with such deposits or investments. Computershare shall not be obligated to pay such interest, dividends or earnings to the Corporation, any holder or any other party.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Articles, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 35 days and not more than 60 days’ days prior to the Redemption Date (as defined below), written notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Articles. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed in accordance with the provisions of the Articles, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, provide notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by reasonably acceptable transmission method, promptly upon receipt of as determined by the Company’s notice to redeem shares of Stock and Depository, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to provide any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be prepared by the Corporation and shall state: (i) the Redemption Date; (ii) the redemption price; (iii) if fewer than all Depositary Shares are required to be published by the Company. On the date of such redemptionredeemed, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid redeemed; and (iv) the manner in full to which holders of the Depositary Shares called for redemption may obtain payment of the redemption price of the Stock in respect to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemptionthose Depositary Shares. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined pro rata or by lot selected in a manner determined by accordance with the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Articles. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by i) the Depositary Shares called being redeemed from such proceeds shall no longer be outstanding for redemption)any purpose, (ii) dividends on the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, the Depositary Shares called for redemption shall be deemed no longer to be outstanding and (iii) all rights of the holders Holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, without interest) shall, to the extent of such Depositary Shares, cease terminate, and terminate. Upon (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction 1/40th of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Articles, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with payment of the redemption paymentprice for any and all other amounts payable in respect of the Depositary Shares called for redemption, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of two years from the applicable Redemption Date, without further action necessary on the part of the Corporation. All funds received by Computershare under this Agreement that are to be distributed or applied by Computershare in the performance of services (the “Funds”) shall be held by Computershare as agent for the Corporation and deposited in one or more bank accounts to be maintained by Computershare in its name as agent for the Corporation. Until paid pursuant to this Agreement, Computershare may hold or invest the Funds through such accounts in: (i) obligations of, or guaranteed by, the United States of America, (ii) commercial paper obligations rated A-1 or P-1 or better by Standard & Poor’s Corporation (“S&P”) or Xxxxx’x Investors Service, Inc. (“Moody’s”), respectively, (iii) money market funds that comply with Rule 2a-7 of the Investment Company Act of 1940, as amended, or (iv) demand deposit accounts, short-term certificates of deposit, bank repurchase agreements or bankers’ acceptances, of commercial banks with Tier 1 capital exceeding $1 billion or with an average rating above investment grade by S&P (LT Local Issuer Credit Rating), Moody’s (Long Term Rating) and Fitch Ratings, Inc. (LT Issuer Default Rating) (each as reported by Bloomberg Finance L.P.). Computershare shall have no responsibility or liability for any diminution of the Funds that may result from any deposit or investment made by Computershare in accordance with this paragraph, including any losses resulting from a default by any bank, financial institution or other third party. Computershare may from time to time receive interest, dividends or other earnings in connection with such deposits or investments. Computershare shall not be obligated to pay such interest, dividends or earnings to the Corporation, any holder or any other party.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Articles, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), written notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Articles. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed in accordance with the provisions of the Articles, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, provide notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by reasonably acceptable transmission method, promptly upon receipt of as determined by the Company’s notice to redeem shares of Stock and Depository, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to provide any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be prepared by the Corporation and shall state: (i) the Redemption Date; (ii) the redemption price; (iii) if fewer than all Depositary Shares are required to be published by the Company. On the date of such redemptionredeemed, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid redeemed; and (iv) the manner in full to which holders of the Depositary Shares called for redemption may obtain payment of the redemption price of the Stock in respect to be redeemed, plus any accrued and unpaid dividends payable with respect thereto to the date of any such redemptionthose Depositary Shares. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined pro rata or by lot selected in a manner determined by accordance with the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Articles. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccumulate from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction 1/400th of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Articles, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with payment of the redemption paymentprice for any and all other amounts payable in respect of the Depositary Shares called for redemption, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of two years from the applicable Redemption Date, without further action necessary on the part of the Corporation. All funds received by Computershare under this Agreement that are to be distributed or applied by Computershare in the performance of services (the “Funds”) shall be held by Computershare as agent for the Corporation and deposited in one or more bank accounts to be maintained by Computershare in its name as agent for the Corporation. Until paid pursuant to this Agreement, Computershare may hold or invest the Funds through such accounts in: (i) obligations of, or guaranteed by, the United States of America, (ii) commercial paper obligations rated A-1 or P-1 or better by Standard & Poor’s Corporation (“S&P”) or Xxxxx’x Investors Service, Inc. (“Moody’s”), respectively, (iii) money market funds that comply with Rule 2a-7 of the Investment Company Act of 1940, or (iv) demand deposit accounts, short-term certificates of deposit, bank repurchase agreements or bankers’ acceptances, of commercial banks with Tier 1 capital exceeding $1 billion or with an average rating above investment grade by S&P (LT Local Issuer Credit Rating), Moody’s (Long Term Rating) and Fitch Ratings, Inc. (LT Issuer Default Rating) (each as reported by Bloomberg Finance L.P.). Computershare shall have no responsibility or liability for any diminution of the Funds that may result from any deposit or investment made by Computershare in accordance with this paragraph, including any losses resulting from a default by any bank, financial institution or other third party. Computershare may from time to time receive interest, dividends or other earnings in connection with such deposits or investments. Computershare shall not be obligated to pay such interest, dividends or earnings to the Corporation, any holder or any other party.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Amendment, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such redemption, by first class mail, postage prepaid, not less than 60 days’ notice 40 nor more than 70 days prior to the date fixed for the redemption of the shares of Stock in accordance with the provisions of the Amendment. On the date of such proposed redemption, provided that the Company shall then have paid in full to the Depositary the redemption price required pursuant to the Amendment and of sufficient to redeem the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt the Depositary shall redeem the Depositary Shares representing interests in such shares of Stock. The Depositary shall mail notice of such redemption, and the simultaneous redemption of the Company’s notice to redeem number of Depositary Shares representing interests in the shares of Stock and to be redeemed, by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary SharesShares (the “Redemption Date”), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemedredeemed on the record date fixed pursuant to Section 4.04 hereof, at the addresses of such holders as the same they appear on the records of the Depositary. Any ; provided, however, that neither failure to mail any such notice shall also be published to one or more such holders nor any defect in any notice or in the same manner mailing thereof to one or more such holders shall affect the validity of the proceedings for redemption of any Depositary Shares as notices to other holders. Each such notice of redemption of shall state: (i) the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed and the method by which the Depositary Shares will be chosen for redemption; (iii) the redemption price (including any authorized, declared, but unpaid dividends on the Redemption Date); (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; (v) that dividends in respect of the shares of Stock to be redeemed, plus any accrued which are represented by the Depositary Shares to be redeemed, will cease to accrue at the close of business on such Redemption Date; and unpaid dividends payable with respect thereto to (vi) if the date from and after which the shares of any Stock and Depositary Shares shall no longer be deemed to be outstanding is a date other than the Redemption Date, such redemptionother date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the Company. Notice having been mailed by the Depositary as aforesaid, from and after (a) the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company’s notice provided for redemptionin the preceding paragraph), or (b) such earlier date (if applicable) upon which the Company deposits the redemption price (including any authorized, declared, but unpaid dividends on the Redemption Date) with the paying agent for the holders of the shares of Stock (regardless of whether such shares are actually surrendered for cancellation), all dividends in respect of the shares of Stock so called for redemption shall cease to accrue, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction 1/6th of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other propertyauthorized, if anydeclared, represented by such Depositary Shares, including all amounts paid by the Company in respect of but unpaid dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of DeterminationDate. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the payment of the redemption paymentprice, a new Depositary Receipt evidencing the such number of Depositary Shares as were evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that such replacement Receipt shall be issued only in denominations of whole Depositary Shares and cash will be payable in respect of fractional interests.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 days’ notice of the date of such proposed redemption or exchange of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price, as set forth in the Certificate, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the Certificate. Notice of redemption of Stock will also be given by the Company by publication in a newspaper of general circulation in the County of Los Angeles and the City of New York, such publication to be made once a week for two successive weeks commencing not less than 30 nor more than 60 days prior to the redemption date, and the Depositary will publish a notice of redemption of the Depositary Shares containing the same type of information and in the same manner as the Company’s notice of redemption. 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 of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, postage prepaid, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, Shares (the “Redemption Date”) to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses address of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Any The Company will provide the Depositary with the information necessary for the Depositary to prepare such notice and each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price per Depositary Share; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), ) (i) dividends on the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further Any funds deposited by the Company with the Depositary for any Depositary Shares that the holders thereof fail to redeem will be returned to the terms and conditions Company after a period of five years from the Certificate of Determinationdate such funds are so deposited. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depositary shall not issue any Receipt evidencing a fractional Depositary Share.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Articles, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such proposed redemption, by first class mail, postage prepaid not less than 60 days’ notice of the date of such proposed redemption and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not 35 or more than 60 95 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders in accordance with Section 3 of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyArticles. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto thereon (the "Redemption Price"), the Depositary shall redeem the Depositary Shares relating to such Stock. The Company shall publish notice of redemption of the Stock as required by the Articles. The Depositary shall mail notice of such redemption and the proposed simultaneous redemption of the number of Depositary Shares relating to the Stock to be redeemed, by first-class mail, postage prepaid, not less than 30 and not more than 90 days prior to the date fixed for redemption of such Stock and Depositary Shares (the "Redemption Date"), to the Record Holders of the Depositary Shares to be so redeemed, at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice to one or more such holders nor any defect in any notice to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. In case fewer Each such notice shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the outstanding Depositary Shares held by any such holder are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board number of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented held by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock holder to be so redeemed and have not theretofore been paid. The foregoing is subject further to redeemed; (iii) the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.Redemption Price;

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Articles (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary Share Redemption Price (as defined below), which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyArticles. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price per share of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with and as required by the provisions of the Articles (the “Preferred Stock Redemption Price”), the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, 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 record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price; and (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by the Depositary by lot, pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed (as aforesaid, from and after the Redemption Date nearly as may be). (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one-fortieth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary , which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyCertificate. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, not less than 15 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares (the “Redemption Date”), to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and (v) that dividends in respect of the Stock represented by the 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 determined selected by the Depositary by lot or pro rata or by lot in a manner (as nearly as may be), as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one-twelve hundredth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated accrued on the shares of Stock to be so redeemed and have not theretofore therefore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Amendment, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such redemption, by first class mail, postage prepaid, not less than 60 days’ notice 40 nor more than 70 days prior to the date fixed for the redemption of the shares of Stock in accordance with the provisions of the Amendment. On the date of such proposed redemption, provided that the Company shall then have paid in full to the Depositary the redemption price required pursuant to the Amendment and of sufficient to redeem the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary shall mail, first-class postage prepaid, notice of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt the Depositary shall redeem the Depositary Shares representing interests in such shares of Stock. The Depositary shall mail notice of such redemption, and the simultaneous redemption of the Company’s notice to redeem number of Depositary Shares representing interests in the shares of Stock and to be redeemed, by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such shares of Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemedredeemed on the record date fixed pursuant to Section 4.04 hereof, at the addresses of such holders as the same they appear on the records of the Depositary. Any ; provided, however, that neither failure to mail any such notice shall also be published to one or more such holders nor any defect in any notice or in the same manner mailing thereof to one or more such holders shall affect the validity of the proceedings for redemption of any Depositary Shares as notices to other holders. Each such notice of redemption of shall state: (i) the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed and the method by which the Depositary Shares will be chosen for redemption; (iii) the redemption price (including any authorized, declared, but unpaid dividends on the Redemption Date); (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; (v) that dividends in respect of the shares of Stock to be redeemed, plus any accrued which are represented by the Depositary Shares to be redeemed, will cease to accrue at the close of business on such Redemption Date; and unpaid dividends payable with respect thereto to (vi) if the date from and after which the shares of any Stock and Depositary Shares shall no longer be deemed to be outstanding is a date other than the Redemption Date, such redemptionother date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the Company. Notice having been mailed by the Depositary as aforesaid, from and after (a) the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Company's notice provided for redemptionin the preceding paragraph), or (b) such earlier date (if applicable) upon which the Company deposits the redemption price (including any authorized, declared, but unpaid dividends on the Redemption Date) with the paying agent for the holders of the shares of Stock (regardless of whether such shares are actually surrendered for cancellation), all dividends in respect of the shares of Stock so called for redemption shall cease to accrue, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary 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 terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction 1/10th of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other propertyauthorized, if anydeclared, represented by such Depositary Shares, including all amounts paid by the Company in respect of but unpaid dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of DeterminationDate. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the payment of the redemption paymentprice, a new Depositary Receipt evidencing the such number of Depositary Shares as were evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that such replacement Receipt shall be issued only in denominations of whole Depositary Shares and cash will be payable in respect of fractional interests.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-thousandth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such proposed redemption, by first class mail, postage prepaid not less than 60 days’ notice 40 or more than 70 days prior to the date fixed for redemption of Stock in accordance with Section ____ of the Certificate. On the date of such proposed redemption, provided that the Company shall then have paid in full to the Depositary the redemption and price of the number of such shares of Stock held by to be redeemed, plus any accrued and unpaid dividends thereon, the Depositary shall redeem the Depositary Shares relating to be so redeemed and the applicable redemption pricesuch Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing relating to the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and by first-class mail, postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock underlying the Depositary Shares to be redeemed will cease to accrue and accumulate at the date close of any business on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so 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 Depositary 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 Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.the

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares of StockStock in accordance with the provisions of the Articles (including on account of a Regulatory Capital Treatment Event, as described therein), it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary Depositary, not less than 60 days’ 45 days and not more than 75 days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price. The Depositary Share Redemption Price (as defined below), which notice shall mail, first-class postage prepaid, notice of be accompanied by a certificate from the Company stating that such redemption of Stock and is in accordance with the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemed, promptly upon receipt provisions of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, to the record holders of the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the CompanyArticles. On the date of such redemption, the Depositary shall redeem the number of Depositary Shares representing such redeemed Stock; provided, provided that the Company shall then have paid or caused to be paid in full to the Depositary the redemption price per share of the Stock to be redeemed, plus an amount equal to any accrued and unpaid dividends payable with respect thereto thereon to the date fixed for redemption, in accordance with and as required by the provisions of the Articles (the “Preferred Stock Redemption Price”), the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed by first-class mail, postage prepaid, 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 record holders of the Receipts evidencing the Depositary Shares to be so redeemed at the addresses of such holders as they appear on the records of the Depositary; but neither failure to mail any such redemptionnotice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the sufficiency of the proceedings for redemption as to the other holders. Each such notice shall be prepared by the Company and shall state: (i) the Redemption Date; (ii) the number of Depositary Shares to be redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed; (iii) the Depositary Share Redemption Price; and (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the Depositary Share Redemption Price. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by the Depositary by lot, pro rata (as nearly as may be), or by lot in a any other manner as determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date Depositary in its sole discretion to be equitable. (unless the Company shall have failed to provide the funds necessary to redeem the i) all shares of Stock evidenced by the Depositary Shares called for redemption), dividends on the shares of Stock so called for redemption shall cease to accruebe outstanding and any rights with respect to such shares shall cease and terminate (except for the right to receive the Preferred Stock Redemption Price without interest), (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer cease to be outstanding and all rights of the holders of Depositary 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 terminate (except the right to receive the Depositary Share Redemption Price without interest), and (iii) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share (the “Depositary Share Redemption Price”) equal to the same fraction one-fortieth of the redemption price Preferred Stock Redemption Price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company shall be permitted and shall elect to redeem shares Stock in accordance with the provisions of Stockthe Articles of Organization and the applicable Certificate, it shall (unless otherwise agreed to in writing with the Depositary) give or cause to be given to the Depositary not less than 60 30 days’ notice of the date of such proposed redemption of Stock and of the number amount of such shares of Stock held by the Depositary to be so redeemed and the applicable redemption price, as set forth in the applicable Certificate, which notice shall be accompanied by a certificate from the Company stating that such redemption of Stock is in accordance with the provisions of the applicable Certificate. On the date of such redemption, provided that the Company shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, plus an amount equal to all accrued and unpaid dividends (whether or not declared) thereon up to, but excluding the date fixed for redemption, without interest, in accordance with the provisions of the applicable Certificate, the Depositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the Company’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedso redeemed by first-class mail, postage prepaid, promptly upon the Depositary’s receipt of the Company’s notice to redeem shares of the Stock and and, in any event, not less fewer than 30 and not nor more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, Shares (the “Redemption Date”) to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they appear on the records of the Depositary; but neither failure to mail any such notice of redemption of Depositary Shares to one or more such holders nor any defect in any notice of redemption of Depositary Shares to one or more such holders shall affect the validity of the proceedings for redemption as to the other holders. Any The Company will provide the Depositary with the information necessary for the Depositary to prepare such notice and each such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On state: (i) the date of such redemption; (ii) the applicable redemption price per Depositary Share; (iii) the class, the Depositary shall redeem the series and number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid redeemed; (iv) the place or places where Receipts, if any, evidencing Depositary Shares are to be surrendered for payment of the redemption price; (v) procedures for surrendering Depositary Shares held in full book-entry form for payment of the redemption price; (vi) that dividends in respect of the Stock represented by such Depositary Shares to the Depositary be redeemed will cease to accrue on such Redemption Date; and (vii) that payment of the redemption price and any accumulated and unpaid dividends will be made upon presentation and surrender of such Depositary Shares. If fewer than all the Stock Depositary Shares of a particular class or series held by any such holder are to be redeemed, plus any accrued and unpaid dividends payable with respect thereto the notice shall also specify the number of such Depositary Shares of such class or series held by such holder to the date of any such redemptionbe so redeemed. In case If fewer than all the outstanding Depositary Shares of a particular class or series are to be redeemed, the Depositary Shares to be redeemed shall be determined pro rata rata, by lot, or by lot in a manner other equitable method determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date . (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease terminate, and terminate. Upon (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for accompanied by properly executed instruments of transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of the Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further Subject to applicable escheat laws, any funds deposited by the Company with Computershare for any Depositary Shares that the holders thereof fail to redeem will be returned to the terms and conditions Company at the end of two years from the Redemption Date, after which reversion the holders of such Depositary Shares so called for redemption shall look to the general funds of the Certificate Company for the payment of Determinationsuch cash. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depositary shall not issue any Receipt evidencing a fractional Depositary Share.

Redemption of Stock. Whenever the Company Corporation shall elect to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give the Depositary not less than 60 40 nor more than 70 days’ ' notice of the date of such proposed redemption and of Stock, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the number Certificate. Such notice, if given more than 60 days prior to the redemption date, shall be in addition to the notice required to be given for redemption pursuant to the Certificate. On the date of such shares redemption, provided that the Corporation shall then have paid in full to the Depositary the redemption price of the Stock held by the Depositary to be so redeemed redeemed, plus any accrued and unpaid dividends thereon, the applicable redemption priceDepositary shall redeem the number of Depositary Shares representing such Stock. The Depositary shall mail, first-class postage prepaid, mail notice of the such redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemed, promptly upon receipt of the Company’s notice to redeem shares of Stock and first-class postage prepaid, not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the "Redemption Date"), to the record holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, at the addresses of such holders as the same they 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 to one or more such holders shall affect the sufficiency of the proceedings for redemption as to other holders. Any Each such notice shall also be published in state: (i) the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any such holder are to be redeemed, plus any accrued the number of such Depositary Shares held by such holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accumulate on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner (subject to rounding to avoid fractions of the Depositary Shares) as may be determined by the Board of Directors of the CompanyDepositary to be equitable. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company Corporation shall have failed to provide the funds necessary to redeem the shares of Stock evidenced to be redeemed by it as set forth in the Depositary Shares called Corporation's notice provided for redemption), in the preceding paragraph) all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccumulate, the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price, including any accrued and unpaid dividends thereon) shall, to the extent of such Depositary Shares, cease and terminate. Upon terminate and, upon surrender in accordance with said notice of the Depositary Receipts evidencing any such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require)) in accordance with such notice, such Depositary Shares shall be redeemed by the Depositary at a redemption price per Depositary Share equal to the same fraction one _________ of the redemption price per share paid with in respect to of the shares of Stock as the fraction each Depositary Share represents of a share of Stock Stock, plus the same fraction of all money accrued and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of unpaid dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further thereon to the terms and conditions of the Certificate of Determinationdate fixed for redemption. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to Computershare the redemption price of the Stock to be redeemed, which redemption price shall include, if required by the provisions of the Certificate, an amount equal to any accrued and unpaid dividends thereon to the date fixed for redemption and any other applicable amounts, all in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid (or another reasonably acceptable transmission method), not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot in a manner determined by the Board of Directors of the Company. Notice having been mailed as aforesaid, from and after the Redemption Date lot. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the redemption price) shall, to the extent of such Depositary Shares, cease 61041047_3 and terminate. Upon , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by Computershare at a redemption price per Depositary Share equal to the same fraction one one-twenty-fifth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including including, if required by the provisions of the Certificate, all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share and cash will be payable in respect of fractional interests. Computershare shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the applicable Redemption Date, without further action necessary on the part of the Corporation. The Corporation acknowledges that the bank accounts maintained by Computershare in connection with the services provided under this Agreement will be in Computershare’s name and that Computershare may receive investment earnings in connection with the investment at Computershare’s risk and for its benefit of funds held in those accounts from time to time. Neither the Corporation nor the record holders will receive interest on any deposits or funds held by Computershare hereunder.

Redemption of Stock. Whenever the Company shall elect ------------------- to redeem shares of StockStock in accordance with the provisions of the Certificate, it shall (unless otherwise agreed in writing with the Depositary) give mail notice to the Depositary of such redemption, by first class mail, postage prepaid, on the same date on which the Company first publicly announces such redemption, which date shall not be less than 60 days’ notice of 35 days prior to the date of such proposed redemption. On the date of such redemption, provided that the Company shall then have deposited with the Depositary an amount in cash required pursuant to the Certificate in order to effect a redemption and of the number of such shares of Stock held by specified in the notice of redemption and any other amounts per share payable with respect to the Stock, the Depositary shall redeem the Depositary Shares relating to such Stock. The Depositary shall provide notice of such redemption and the simultaneous redemption of the number of Depositary Shares relating to the Stock to be redeemed to the record holders of the Receipts evidencing the Depositary Shares to be so redeemed and on the applicable redemption price. The Depositary shall mail, record date fixed pursuant to Section 4.04 hereof by first-class mail, postage prepaid, notice at the addresses of such holders as they appear on the records of the redemption of Stock and the proposed simultaneous redemption of Depositary Shares representing the Stock to be redeemedDepositary, promptly upon receipt of the Company’s notice to redeem shares of Stock and not less than 30 and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary Shares, Shares (the "Redemption Date"). Neither failure to mail any such notice to one or more such holders nor any defect in any notice or in the mailing thereof to one or more such holders shall affect the validity of the proceedings for redemption of any Depositary Shares as to other holders. Each such notice of redemption provided by the Depositary to the record holders of holder shall state, as appropriate: (i) the Depositary 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. Any such notice shall also be published in the same manner as notices of redemption of the Stock are required to be published by the Company. On the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full redeemed and, if less than all the Depositary Shares held by any such holder are to be redeemed, the number of such Depositary Shares held by such holder to be so redeemed and the method by which the Depositary Shares will be chosen for redemption; (iii) the redemption price per Depositary Share (expressed as an amount of cash) and any other amounts per share payable with respect to the Depositary Shares; (iv) the redemption price place or places where Receipts evidencing Depositary Shares are to be surrendered for redemption; (v) the then-current conversion price; and (vi) that dividends in respect of the Stock to be redeemed, plus any accrued and unpaid dividends payable with respect thereto which are represented by the Depositary Shares to be redeemed, will cease to accrue at the date close of any business on such redemptionRedemption Date, except as otherwise provided in the Certificate. In case fewer If less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected by lot or pro rata or by lot in a manner as may be determined by the Board of Directors of the CompanyDepositary. Notice having been mailed by the Depositary as aforesaid, from and after the Redemption Date (unless the Company shall have failed to provide deliver to the funds necessary Depositary cash sufficient to redeem the shares of Stock evidenced to be redeemed by it or any other amounts per share payable with respect to the Depositary Shares called Stock as set forth in the Company's notice provided for redemptionin the preceding paragraph), all dividends on in respect of the shares of Stock so called for redemption shall cease to accrueaccrue (except as otherwise provided in the Certificate), the Depositary Shares called for redemption being redeemed shall be deemed no longer to be outstanding and outstanding, all rights of the holders of Depositary Receipts evidencing such Depositary Shares (except the right to receive the cash redemption priceprice required to redeem such Depositary Shares and any other amounts per Share payable with respect to the Stock) shall, to the extent of such Depositary Shares, cease and terminate. Upon terminate and, upon surrender in accordance with said such notice of the Depositary Receipts evidencing such Depositary Shares (properly endorsed or assigned for transfer, if the Depositary or applicable law shall so require), such Depositary Shares shall be redeemed at a redemption price per Depositary Share equal to the same fraction of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company in respect of dividends which on the Redemption Date have accumulated on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer less than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary will deliver to the holder of this Depositary such Receipt upon its surrender to the Depositary, together with the redemption paymentdelivery of a cash amount sufficient to redeem the shares of Stock to be redeemed and any other amounts per share payable with respect to the Stock, a new Depositary Receipt evidencing the such number of Depositary Shares as were evidenced by such prior Depositary Receipt and not called for redemption. Upon any redemption, the Company shall deliver to the Depositary an amount in cash required by the Certificate in order to effect the redemption of the number of shares of Stock specified in the notice of redemption mailed by the Company to the Depositary pursuant to this Section 2.10 and a sufficient amount of funds to pay any other amounts per share payable with respect to the Stock. The Depositary shall deliver to each holder of a Receipt surrendered for redemption an amount in cash equal to the number or amount required by the Certificate to effect a redemption of the number of Depositary Shares evidenced by such Receipt to be redeemed.

Redemption of Stock. Whenever the Company Corporation shall be permitted and shall elect to redeem shares of StockStock in accordance with the terms of the Certificate, it shall (unless otherwise agreed to in writing with the DepositaryDepository) give or cause to be given to the Depositary Depository, not less than 30 days and not more than 60 days’ days prior to the Redemption Date (as defined below), notice of the date of such proposed redemption of Stock and of the number of such shares of Stock held by the Depositary Depository to be so redeemed and the applicable redemption price, which notice shall be accompanied by a certificate from the Corporation stating that such redemption of Stock is in accordance with the provisions of the Certificate. On the Redemption Date, provided that the Corporation shall then have paid or caused to be paid in full to the Depository the redemption price of the Stock to be redeemed, plus an amount equal to any declared and unpaid dividends thereon to the date fixed for redemption, in accordance with the provisions of the Certificate, the Depository shall redeem the number of Depositary Shares representing such Stock. The Depositary Depository shall mail, first-class postage prepaid, mail notice of the Corporation’s redemption of Stock and the proposed simultaneous redemption of the number of Depositary Shares representing the Stock to be redeemedredeemed by first-class mail, promptly upon receipt of the Company’s notice to redeem shares of Stock and postage prepaid, not less than 30 days and not more than 60 days prior to the date fixed for redemption of such Stock and Depositary SharesShares (the “Redemption Date”), to the record holders Record Holders of the Depositary Receipts evidencing the Depositary Shares to be so redeemed, redeemed at the their respective last addresses of such holders as the same they appear on the records of the Depositary. Any such Depository; but neither failure to mail any notice shall also be published in the same manner as notices of redemption of Depositary Shares to one or more Holders nor any defect in any notice of redemption of Depositary Shares to one or more Holders shall affect the Stock are required sufficiency of the proceedings for redemption as to the other Holders. Each notice shall be published prepared by the Company. On Corporation and shall state: (i) the date of such redemption, the Depositary shall redeem Redemption Date; (ii) the number of Depositary Shares representing such redeemed Stock; provided, that the Company shall then have paid or caused to be paid in full to redeemed and, if less than all the Depositary the redemption price of the Stock Shares held by any Holder are to be redeemed, plus any accrued the number of Depositary Shares held by such Holder to be so redeemed; (iii) the redemption price; (iv) the place or places where Receipts evidencing such Depositary Shares are to be surrendered for payment of the redemption price; and unpaid (v) that dividends payable with in respect thereto of the Stock represented by the Depositary Shares to the date of any be redeemed will cease to accrue on such redemptionRedemption Date. In case fewer less than all the outstanding Depositary Shares are to be redeemed, the Depositary Shares to be so redeemed shall be determined selected either pro rata or by lot or in a such other manner determined by as the Board of Directors of the Company. Notice having been mailed as aforesaidCorporation or any duly authorized committee of, from or appointed by, the Board of Directors of the Corporation may determine to be fair and after the Redemption Date equitable. (unless the Company shall have failed to provide the funds necessary to redeem the shares of Stock evidenced by the Depositary Shares called for redemption), i) dividends on the shares of Stock so called for redemption Redemption shall cease to accrueaccrue from and after such date, (ii) the Depositary Shares called for redemption being redeemed from such proceeds shall be deemed no longer to be outstanding and outstanding, (iii) all rights of the holders Holders of Depositary 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 , and (iv) upon surrender in accordance with said such redemption notice of the Depositary Receipts evidencing any such Depositary Shares called for redemption (properly endorsed or assigned for transfer, if the Depositary Depository or applicable law shall so require), such Depositary Shares shall be redeemed by the Depository at a redemption price per Depositary Share equal to the same fraction one one-twenty-fifth of the redemption price per share paid with respect to the shares of Stock as the fraction each Depositary Share represents of a share of Stock so redeemed plus the same fraction of all money and other property, if any, represented by such Depositary Shares, including all amounts paid by the Company Corporation in respect of dividends which on the Redemption Date have accumulated been declared on the shares of Stock to be so redeemed and have not theretofore been paid. The foregoing is subject further to the terms and conditions of the Certificate of Determination. If fewer than all of the Depositary Shares evidenced by this Depositary a Receipt are called for redemption, the Depositary Depository will deliver to the holder Holder of this Depositary such Receipt upon its surrender to the DepositaryDepository, together with the redemption payment, a new Depositary Receipt evidencing the Depositary Shares evidenced by such prior Depositary Receipt and not called for redemption; provided, however, that the Depository shall not issue any Receipt evidencing a fractional Depositary Share. The Depository shall, to the extent permitted by law, release or repay to the Corporation any funds deposited by or for the account of the Corporation for the purpose of redeeming any Depositary Shares that remain unclaimed at the end of three years from the redemption date, without further action necessary on the part of the Corporation.