Common use of The Securities and the Indenture Clause in Contracts

The Securities and the Indenture. The Securities have been duly authorized by the Company, and, when issued and delivered by the Company pursuant to this Agreement, such Securities will have been duly executed, authenticated, issued and delivered and will constitute valid and legally binding obligations of the Company entitled to the benefits provided by the indenture dated as of September 10, 2002 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A. (the “Trustee”), as successor trustee to X.X. Xxxxxx Trust Company, N.A., under which they are to be issued, which is filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011; the Indenture has been duly authorized and duly qualified under the Trust Indenture Act and constitutes a valid and legally binding instrument, enforceable in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; and the Securities and the Indenture conform to the descriptions thereof in the Pricing Disclosure Package and the Prospectus.

The Securities and the Indenture. The Securities have been duly and validly authorized by the Company, Company and, when the Securities are issued and delivered by the Company pursuant to this Agreement, such Securities will have been duly executed, authenticated, issued and delivered and will constitute valid and legally binding obligations of the Company entitled to the benefits provided by the subordinated debt indenture dated as of September 10, 2002 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A. (the “Trustee”), as successor trustee to X.X. Xxxxxx Trust Company, N.A., under which they are to be issued, which is filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011; the Indenture has been duly authorized and duly qualified under the Trust Indenture Act and constitutes a valid and legally binding instrument, enforceable in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; and the Securities and the Indenture conform to the descriptions thereof in the Pricing Disclosure Package and the Prospectus.

The Securities and the Indenture. The Securities have been duly and validly authorized by the Company, and, when issued and delivered by the Company pursuant to this Agreement, such Securities will have been duly executed, authenticated, issued and delivered and will constitute valid and legally binding obligations of the Company entitled to the benefits provided by the indenture dated as of September 10, 2002 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A. (the “Trustee”), as successor trustee to X.X. Xxxxxx Trust Company, N.A., under which they are to be issued, which is filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011; the Indenture has been duly authorized and duly qualified under the Trust Indenture Act and constitutes a valid and legally binding instrument, enforceable in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; and the Securities and the Indenture conform to the descriptions thereof in the Pricing Disclosure Package and the Prospectus.