To the extent proration occurs, Merrill Lynch, Pierce, Fenner & Smith Incorporated will accept Old Bonds with appropriate adjustments to avoid purchase of Old Bonds in principal amounts other than Permitted Tender Amounts. Each holder submitting an Indication of Interest and tendering Old Bonds shall be deemed to represent to Panama, the Dealer Managers and the Billing and Delivering Bank that such holder held, from the time of its submission of its Tender Order through the Expiration Time, at least the amount of Old Bonds as are being tendered.