eTrade 2005 Annual Report Download - page 412

for two years after the date upon which such principal or interest shall have become due and payable, shall, upon the written request
of the Issuer and unless otherwise required by mandatory provisions of applicable escheat or abandoned or unclaimed property law,
be repaid to the Issuer by the Trustee for such series or such paying agent, and the Holder of the Securities of such series and of any
Coupons appertaining thereto shall, unless otherwise required by mandatory provisions of applicable escheat or abandoned or
unclaimed property laws, thereafter look only to the Issuer for any payment which such Holder may be entitled to collect, and all
liability of the Trustee or any paying agent with respect to such moneys shall thereupon cease;
provided, however
, that the Trustee
or such paying agent, before being required to make any such repayment with respect to moneys deposited with it for any payment
(a)in respect of Registered Securities of any series, shall at the expense of the Issuer, mail by first-class mail to Holders of such
Securities at their addresses as they shall appear on the Security register, and (b)in respect of Unregistered Securities of any series,
shall at the expense of the Issuer either give through the customary notice provisions of the clearing system or systems through which
beneficial interests in such Unregistered Securities are owned if such Unregistered Securities are held only in global form or cause to
be published once, in an Authorized Newspaper in the Borough of Manhattan, The City of New York and once in an Authorized
Newspaper in London, notice, that such moneys remain and that, after a date specified therein, which shall not be less than thirty days
from the date of such mailing or publication, any unclaimed balance of such money then remaining will be repaid to the Issuer.
Section10.05
. Indemnity for U.S. Government Obligations.
The Issuer shall pay and indemnify the Trustee against any tax, fee or other
charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section10.01 or the principal or
interest received in respect of such obligations.
ARTICLE 11
M
ISCELLANEOUS
P
ROVISIONS
Section11.01
. Incorporators, Stockholders, Officers and Directors of Issuer Exempt from Individual Liability.
No recourse under or
upon any obligation, covenant or agreement contained in this Indenture, or in any Security, or because of any indebtedness evidenced
thereby, shall be had against any incorporator, as such or against any past, present or future stockholder, officer or director, as such,
of the Issuer or of any successor, either directly or through the Issuer or any successor, under any rule of law, statute or constitutional
provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being
expressly waived and released by the acceptance of the Securities and the Coupons appertaining thereto by the Holders thereof and as
part of the consideration for the issue of the Securities and the Coupons appertaining thereto.
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