Exchanges of Securities. (a) If at any time the Depositor or any of its Affiliates (in either case, a “Depositor Affiliated Owner”) is the Owner of any Capital Securities, such Depositor Affiliated Owner shall have the right to deliver to the Property Trustee or its designee all or such portion of its Capital Securities as it elects and receive, in exchange therefor, a Like Amount of Debentures. Such election (i) shall be exercisable effective by such Depositor Affiliated Owner delivering to the Property Trustee a written notice of such election (A) specifying the Liquidation Amount of the Capital Securities with respect to which such election is being made, (B) containing the broker participant number through which such Capital Securities will be delivered to the Property Trustee via The Depository Trust Company and (C) specifying the date on which such exchange shall occur, which may be any date other than the record date for any Distribution or a date from such record date to and including the Distribution Date for such Distribution, and (ii) shall be conditioned upon such Depositor Affiliated Owner having delivered or caused to be delivered to the Property Trustee or its designee the Capital Securities that are the subject of such election by 10:00 A.M. New York time, on the date on which such exchange is to occur. After the exchange, such Capital Securities shall be cancelled and shall no longer be deemed to be Outstanding and all rights of the Depositor Affiliated Owner with respect to such Capital Securities shall cease, including the right to receive accumulated but unpaid Distributions thereon. In the event such Capital Securities are Book-Entry Capital Securities, upon such exchange the Property Trustee, in its capacity as Securities Registrar, shall cause an annotation to be made on the Book-Entry Capital Securities Certificate or Certificates evidencing such Book-Entry Capital Securities to evidence the reduction in the Liquidation Amount thereof resulting from such cancellation. (b) Notwithstanding anything else in this Trust Agreement to the contrary, in order to effectuate any exchange contemplated by Section 4.8(a) above, the Trust is hereby authorized to execute, deliver and perform, and the Depositor or any Administrative Trustee, on behalf of the Trust, acting singly or collectively, is hereby authorized to execute and deliver on behalf of the Trust, an exchange agreement, cancellation letter, and any and all other documents, agreements, or certificates contemplated by or related to any exchange made pursuant to Section 4.8(a) above, in each case without further action or approval of any other Person.
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Exchanges of Securities. (a) If at any time the Depositor or any of its Affiliates is the Owner of any Capital Securities (in either case, a “Depositor Affiliated Owner”) is the Owner of any Capital Securities), such Depositor Affiliated Owner shall have the right to deliver to the Property Trustee or its designee all or such portion of its Capital Securities as it elects and receive, in exchange therefor, a Like Amount of Debentures. Such election (i) shall be exercisable effective by such Depositor Affiliated Owner delivering to the Property Trustee a written notice of such election (A) specifying the Liquidation Amount of the Capital Securities with respect to which such election is being made, (B) containing the broker participant number through which such Capital Securities will be delivered to the Property Trustee via The Depository Trust Company and (C) specifying the date on which such exchange shall occur, which may be any date other than the record date for any Distribution or a date from such record date to and including the Distribution Date for such Distribution, and (ii) shall be conditioned upon such Depositor Affiliated Owner having delivered or caused to be delivered to the Property Trustee or its designee the Capital Securities that are the subject of such election by 10:00 A.M. New York time, on the date on which such exchange is to occur. After the exchange, such Capital Securities shall be cancelled and shall no longer be deemed to be Outstanding and all rights of the Depositor Affiliated Owner with respect to such Capital Securities shall cease, including the right to receive accumulated but unpaid Distributions thereon. In the event such Capital Securities are Book-Entry Capital Securities, upon such exchange the Property Trustee, in its capacity as Securities Registrar, shall cause an annotation to be made on the Book-Entry Capital Securities Certificate or Certificates evidencing such Book-Entry Capital Securities to evidence the reduction in the Liquidation Amount thereof resulting from such cancellation.
(b) Notwithstanding anything else in this Trust Agreement to the contrary, in order to effectuate any exchange contemplated by Section 4.8(a) above, the Trust is hereby authorized to execute, deliver and perform, and the Depositor or any Administrative Trustee, on behalf of the Trust, acting singly or collectively, is hereby authorized to execute and deliver on behalf of the Trust, an exchange agreement, cancellation letter, and any and all other documents, agreements, or certificates contemplated by or related to any exchange made pursuant to Section 4.8(a) above, in each case without further action or approval of any other Person.
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