Common use of Registration of Transfer of Receipts Clause in Contracts

Registration of Transfer of Receipts. Subject to the terms and conditions of this Deposit Agreement, the Depositary shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person or by duly authorized attorney, properly endorsed or accompanied by a properly executed instrument of transfer. Thereupon the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Global Receiptholder, its successors or their respective nominees, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given to the Depositary and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies the Depositary and Registrar in writing that the Global Receiptholder is unwilling or unable to continue as Global Receiptholder for a Global Receipt and a successor Global Receiptholder is not appointed by the Company within 90 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number of Depositary Shares registered in the name of the owner of such beneficial interest, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Member) to take any action which a holder is entitled to take under this Agreement or the Receipts, and nothing herein will impair, as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any security.

Registration of Transfer of Receipts. The Corporation hereby appoints Continental as the Registrar, Transfer Agent and disbursing agent for the Receipts and Continental hereby accepts such appointment, subject to the express terms and conditions of this Deposit Agreement. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person or by duly authorized attorneyHolder, properly endorsed or accompanied by a properly executed instrument of transfertransfer and including a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association, and any other evidence of authority that may be reasonably required by the Transfer Agent, together with (if applicable) evidence of the payment by the applicable party of any taxes or charges as may be required by law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointment of Continental as Registrar, its successors or their respective nomineesTransfer Agent and disbursing agent in respect of the Receipts, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may Continental shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provision. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject to next preceding any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Series C Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. The Corporation hereby appoints the Trust Company as the Registrar, Transfer Agent and redemption agent and Computershare as the disbursing agent in respect of the Receipts and the Trust Company and Computershare hereby accept such appointment, subject to the express terms and conditions of this Agreement and no implied duties or obligations shall be read into this Agreement against the Trust Company or Computershare. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person Holder or by such Holder’s duly authorized attorney, properly endorsed or accompanied by a properly executed instrument of transfertransfer which shall be affixed with the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Transfer Association (a “Signature Guarantee”), and any other reasonable evidence of authority that may be required by the Transfer Agent, together with evidence of the payment by the applicable party of any transfer taxes or similar charges as may be required to be paid under applicable law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person Person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointments of the Trust Company as Registrar and Transfer Agent and Computershare as disbursing agent in respect of the Receipts, the Trust Company and Computershare, in its successors or their respective nomineescapacities under such appointments, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provisions. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject prior to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. The Corporation hereby appoints EQ as the Registrar, Transfer Agent, the redemption agent and disbursing agent in respect of the Receipts and EQ hereby accepts such appointment, subject to the express terms and conditions of this Agreement and no implied duties or obligations shall be read into this Agreement against EQ. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person Holder or by such Holder’s duly authorized attorney, properly endorsed or accompanied by a properly executed instrument of transfertransfer which shall be affixed with the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Transfer Association (a “Signature Guarantee”), and any other reasonable evidence of authority that may be required by the Transfer Agent, together with evidence of the payment by the applicable party of any transfer taxes or similar charges as may be required to be paid under applicable law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person Person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointments of EQ as Registrar, Transfer Agent and disbursing agent in respect of the Receipts and, in its successors or their respective nomineescapacities under such appointments, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder benefits as it receives in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies its capacity as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling such capacities in each such provisions. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject prior to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. The Corporation hereby appoints Continental as the Registrar, Transfer Agent and disbursing agent for the Receipts and Continental hereby accepts such appointment, subject to the express terms and conditions of this Deposit Agreement. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person or by duly authorized attorneyHolder, properly endorsed or accompanied by a properly executed instrument of transfertransfer and including a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association, and any other evidence of authority that may be reasonably required by the Transfer Agent, together with (if applicable) evidence of the payment by the applicable party of any taxes or charges as may be required by law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointment of Continental as Registrar, its successors or their respective nomineesTransfer Agent and disbursing agent in respect of the Receipts, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may Continental shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provision. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject to next preceding any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Series A Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. The Corporation hereby appoints Computershare as the Registrar, Transfer Agent and disbursing agent and redemption agent in respect of the Receipts and Computershare hereby accepts such appointment, subject to the express terms and conditions of this Agreement and no implied duties or obligations shall be read into this Agreement against Computershare. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person Holder or by such Holder’s duly authorized attorney, properly endorsed or accompanied by a properly executed instrument of transfertransfer which shall be affixed with the signature guarantee of a guarantor institution which is a participant in a signature guarantee program approved by the Securities Transfer Association (a “Signature Guarantee”), and any other reasonable evidence of authority that may be required by the Transfer Agent, together with evidence of the payment by the applicable party of any transfer taxes or similar charges as may be required to be paid under applicable law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person Person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointments of Computershare as Registrar, Transfer Agent and disbursing agent in respect of the Receipts, Computershare, in its successors or their respective nomineescapacities under such appointments, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provisions. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject prior to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. The Corporation hereby appoints Continental as the Registrar, Transfer Agent and disbursing agent for the Receipts, and Continental hereby accepts such appointments, subject to the express terms and conditions of this Deposit Agreement. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person or by duly authorized attorneyHolder, properly endorsed or accompanied by a properly executed instrument of transfertransfer and including a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association, and any other evidence of authority that may be reasonably required by the Transfer Agent, together with (if applicable) evidence of the payment by the applicable party of any taxes or charges as may be required by law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointment of Continental as Registrar, its successors or their respective nomineesTransfer Agent and disbursing agent in respect of the Receipts, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may Continental shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provision. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject prior to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Series B Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. Subject to the terms and conditions of this Deposit Agreement, the Depositary shall register on its books from time to time transfers of Receipts upon any surrender or transfer thereof by the holder in person or by duly authorized attorney, properly endorsed or accompanied accompanied, as applicable, by a properly executed instrument of transfer. Thereupon the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Global Receiptholder, its successors or their respective nominees, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given to the Depositary and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies the Depositary and Registrar in writing that the Global Receiptholder is unwilling or unable to continue as Global Receiptholder for a Global Receipt and a successor Global Receiptholder is not appointed by the Company within 90 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number of Depositary Shares registered in the name of the owner of such beneficial interest, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Member) to take any action which a holder is entitled to take under this Agreement or the Receipts, and nothing herein will impair, as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any security.

Registration of Transfer of Receipts. The Corporation hereby appoints the Trust Company as the Registrar, Transfer Agent and disbursing agent for the Receipts, and the Trust Company hereby accepts such appointments, subject to the express terms and conditions of this Deposit Agreement. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person or by duly authorized attorneyHolder, properly endorsed or accompanied by a properly executed instrument of transfertransfer and appropriate evidence of authority, including a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association, and any other evidence of authority that may be reasonably required by the Transfer Agent, together with (if applicable) evidence of the payment by the applicable party of any taxes or charges as may be required by law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointment of the Trust Company as Registrar, its successors or their respective nomineesTransfer Agent and disbursing agent in respect of the Receipts, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may Trust Company shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provision. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business fifteen (15) days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject prior to any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Series A Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.

Registration of Transfer of Receipts. The Corporation hereby appoints Continental as the Registrar, Transfer Agent and disbursing agent for the Receipts and Continental hereby accepts such appointment, subject to the express terms and conditions of this Deposit Agreement. Subject to the terms and conditions of this Deposit Agreement, the Depositary Transfer Agent shall register on its books from time to time transfers of Receipts upon any surrender thereof by the holder in person or by duly authorized attorneyHolder, properly endorsed or accompanied by a properly executed instrument of transfertransfer and including a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association, and any other evidence of authority that may be reasonably required by the Transfer Agent, together with (if applicable) evidence of the payment by the applicable party of any taxes or charges as may be required by law. Thereupon Thereupon, the Depositary and the Registrar shall execute a new Receipt or Receipts, or otherwise cause the applicable interest in a Receipt or Receipts, Receipts evidencing the same aggregate number of Depositary Shares as those evidenced by the Receipt or Receipts surrendered and deliver or credit such new Receipt or Receipts to or upon the order of the person entitled thereto. Transfers of a Global Receipt (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, With respect to the Global Receiptholderappointment of Continental as Registrar, its successors or their respective nomineesTransfer Agent and disbursing agent in respect of the Receipts, except (i) as set forth in the next succeeding paragraph and (ii) transfers of portions thereof in the form of Certificated Receipts or Uncertificated Receipts may Continental shall be made upon request of an Agent Member (for itself or on behalf of a beneficial owner) by written notice given entitled to the Depositary same rights, indemnities, immunities and the Registrar by or on behalf of the Global Receiptholder in accordance with customary procedures of the Global Receiptholder and in compliance with this Section 2.04. If (i) the Company or the Global Receiptholder notifies benefits as the Depositary and Registrar hereunder as if explicitly named in writing that the Global Receiptholder is unwilling each such provision. The Depositary shall not be required (a) to issue, transfer or unable to continue as Global Receiptholder exchange any Receipts for a Global Receipt and a successor Global Receiptholder is not appointed by period beginning at the Company within 90 opening of business 15 days of the notice or (ii) the Company, at its option, notifies the Depositary and Registrar in writing that it elects to cause the issuance of Certificated Receipts or Uncertificated Receipts, subject to next preceding any applicable procedures of DTC, the Depositary and Registrar will promptly exchange each beneficial interest in the Global Receipt for one or more Receipts in authorized denominations having an equal aggregate number selection of Depositary Shares registered in and Series I Preferred Stock to be redeemed and ending at the name close of business on the day of the owner mailing of such beneficial interestnotice of redemption, as identified to the Depositary and Registrar by the Global Receiptholder, and thereupon the Global Receipt will be deemed canceled. Agent Members will have no rights under this Agreement with respect to any Global Receipt held on their behalf by the Global Receiptholder, and the Global Receiptholder may be treated by the Company, the Depositary and Registrar and any agent of the Company or the Depositary and Registrar as the absolute owner and holder of such Global Receipt for all purposes whatsoever. Notwithstanding the foregoing, the Global Receiptholder or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Receipt through an Agent Memberb) to take transfer or exchange for another Receipt any action which a holder is entitled to take under this Agreement Receipt called or the Receipts, and nothing herein will impair, being called for redemption in whole or in part except as between the Global Receiptholder and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any securityprovided in Section 2.8.