eTrade 2005 Annual Report Download - page 505

(2) purchase, call for redemption or redeem, retire or otherwise acquire for value any shares of Capital Stock of (A)the Company or any
Subsidiary Guarantor (including options, warrants or other rights to acquire such shares of Capital Stock) held by any Person (other
than the Company, any Restricted Subsidiary or any Regulated Subsidiary) or (B)a Restricted Subsidiary or Subsidiary Guarantor
(including options, warrants or other rights to acquire such shares of Capital Stock) held by any Affiliate of the Company (other than
the Company or a Wholly Owned Restricted Subsidiary or Wholly Owned Regulated Subsidiary);
(3) make any voluntary or optional principal payment, or voluntary or optional redemption, repurchase, defeasance, or other
acquisition or retirement for value, of Indebtedness of the Company that is subordinated in right of payment to the Notes or any
Indebtedness of a Subsidiary Guarantor that is subordinated in right of payment to a Note Guarantee; or
(4) (a)with respect to the Company and any Restricted Subsidiary, make any Investment, other than a Permitted Investment, in any
Person, and (b)with respect to any Regulated Subsidiary, make any Investment in an Unrestricted Subsidiary (such payments or any
other actions described in clauses (1)through (4)above being collectively “Restricted Payments”);
if, at the time of, and after giving effect to, the proposed Restricted Payment:
(A) a Default or Event of Default shall have occurred and be continuing;
(B) the Company could not Incur at least $1.00 of Indebtedness under the first paragraph of part (a)of Section4.03;
(C) the subsidiary subject to the Restricted Payment is both a Regulated Subsidiary and a Significant Subsidiary that is not in
compliance with applicable regulatory capital or other material requirements of its regulators, such as the OTS or FDIC, or any
applicable state, federal or self regulatory organization, or would fail to be in compliance with applicable regulatory requirements as a
consequence of the payment; or
(D) the aggregate amount of all Restricted Payments made after the Closing Date shall exceed the sum of
(1) 50% of the aggregate amount of the Adjusted Consolidated Net Income (or, if the Adjusted Consolidated Net Income is a loss,
minus
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2006. EDGAR Online, Inc.