eTrade 2005 Annual Report Download - page 558

THIS SUPPLEMENTAL INDENTURE (this “
Supplemental Indenture
”), entered into as of
,
, among E*TRADE Financial
Corporation, a Delaware corporation (the “
Company
”), (the “
Subsidiary Guarantor
”), any existing Subsidiary Guarantors and The
Bank of New York, as trustee (the “
Trustee
”).
RECITALS
WHEREAS, the Company, and the Trustee entered into the Indenture, dated as of November22, 2005 (the “Indenture”), relating to the
Company’s 7
7
/
8
% Senior Notes due 2015 (the “Notes”);
WHEREAS, as a condition to the Trustee entering into the Indenture and the purchase of the Notes by the Holders, the Company
agreed pursuant to the Indenture to cause Restricted Subsidiaries and Regulated Subsidiaries to provide Guarantees in certain
circumstances.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained and intending to be legally bound, the
parties to this Supplemental Indenture hereby agree as follows:
Section1. Capitalized terms used herein and not otherwise defined herein are used as defined in the Indenture.
Section2. Each Subsidiary Guarantor, by its execution of this Supplemental Indenture, agrees to be a Subsidiary Guarantor under the
Indenture and to be bound by the terms of the Indenture applicable to Subsidiary Guarantors, including, but not limited to, Article 10
thereof.
Section3. This Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.
Section4. This Supplemental Indenture may be signed in various counterparts which together will constitute one and the same
instrument.
Section5. This Supplemental Indenture is an amendment supplemental to the Indenture and the Indenture and this Supplemental
Indenture will henceforth be read together.
Section6. The Recitals herein are statements of the Company and/or the Guarantors, and the Trustee assumes no responsibility as to
the correctness thereof. The Trustee makes no representations as to the validity of this Supplemental Indenture.
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2006. EDGAR Online, Inc.