eTrade 2005 Annual Report Download - page 451

Settlement Date, and thereafter semi-annually in arrears on May18 and November18 of each year (each, a “
Semiannual Interest
Payment Date
”), commencing May18, 2009, at the Reset Rate, or if there has not been a Successful Remarketing prior to the Purchase
Contract Settlement Date, at the Coupon Rate, on the basis of a 360-day year consisting of twelve 30-day months, until the principal
hereof is paid or duly provided for or made available for payment. The Subordinated Notes shall bear interest, to the extent permitted
by law, on any overdue principal and interest at the Coupon Rate, unless a Successful Remarketing shall have occurred, in which case
interest on such amounts shall accrue at the Reset Rate from and after the Purchase Contract Settlement Date, in each case,
compounded quarterly through the Purchase Contract Settlement Date and compounded semi-annually thereafter. The Reset Rate, if
any, shall be established pursuant to the terms of the Indenture (as such term is defined on the reverse of this Subordinated Note) and
the Remarketing Agreement. The amount of interest payable for any period shorter than a full Interest Period for which interest is
computed will be computed on the basis of a 30-day month and, for any period less than a month, on the basis of the actual number of
days elapsed per 30-day month. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will,
as provided in the Indenture, be paid to the Person in whose name this Subordinated Note (or one or more predecessor Subordinated
Notes) is registered at the close of business on the Record Date for such Interest Payment Date.
Except as set forth above, payment of the principal of and interest on this Subordinated Note will be made at the office or agency of the
Company maintained for that purpose in The Borough of Manhattan, The City of New York, which shall initially be the corporate trust
office of the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of
public and private debts;
provided
,
however
, that payment of interest may be made at the option of the Company by check mailed to
the holder at such address as shall appear in the security register or by wire transfer to an account appropriately designated by the
holder entitled to payment. Payments with respect to any Global Subordinated Note will be made by wire transfer to the Depositary.
Reference is hereby made to the further provisions of this Subordinated Note set forth on the reverse hereof, which further provisions
shall for all purposes have the same effect as if set forth at this place.
Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature,
this Subordinated Note shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
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2006. EDGAR Online, Inc.