eTrade 2005 Annual Report Download - page 530

Section7.03.
Individual Rights of Trustee
. The Trustee, in its individual or any other capacity, may become the owner or pledgee of
Notes and may otherwise deal with the Company or its Affiliates with the same rights it would have if it were not the Trustee. Any
Agent may do the same with like rights. However, the Trustee is subject to TIA Sections 310(b) and 311. For purposes of TIA
Section311(b)(4) and (6):
(a) “
cash transaction
” means any transaction in which full payment for goods or securities sold is made within seven days after
delivery of the goods or securities in currency or in checks or other orders drawn upon banks or bankers and payable upon demand;
and
(b) “
self-liquidating paper
” means any draft, bill of exchange, acceptance or obligation which is made, drawn, negotiated or incurred
for the purpose of financing the purchase, processing, manufacturing, shipment, storage or sale of goods, wares or merchandise and
which is secured by documents evidencing title to, possession of, or a lien upon, the goods, wares or merchandise or the receivables
or proceeds arising from the sale of the goods, wares or merchandise previously constituting the security, provided the security is
received by the Trustee simultaneously with the creation of the creditor relationship arising from the making, drawing, negotiating or
incurring of the draft, bill of exchange, acceptance or obligation.
Section7.04.
Trustee’s Disclaimer
. The Trustee (i)makes no representation as to the validity or adequacy of the Indenture or the
Notes, (ii)is not accountable for the Company’s use or application of the proceeds from the Notes and (iii)is not responsible for any
statement in the Notes other than its certificate of authentication.
Section7.05.
Notice of Defaul
t. If any Default occurs and is continuing and is known to a Responsible Officer of the Trustee, the
Trustee will send notice of the Default to each Holder within 90 days after it occurs, unless the Default has been cured; provided that,
except in the case of a default in the payment of the principal of or interest on any Note, the Trustee may withhold the notice if and so
long as the board of directors, the executive committee or a trust committee of directors of the Trustee in good faith determines that
withholding the notice is in the interest of the Holders. Notice to Holders under this Section will be given in the manner and to the
extent provided in TIA Section313(c).
Section7.06.
Reports by Trustee to Holders
. Within 60 days after each May15, beginning with May15, 2006 , the Trustee will mail to
each Holder, as provided in TIA Section313(c), a brief report dated as of such May15, if required by TIA Section313(a), and file such
reports with each stock exchange upon which its Notes are listed and with the Commission as required by TIA Section313(d).
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2006. EDGAR Online, Inc.