eTrade 2005 Annual Report Download - page 288

Section7.10
Acceptance of Appointment by Successor
. (a)In case of the appointment hereunder of a successor Purchase Contract
Agent, every such successor Purchase Contract Agent so appointed shall execute, acknowledge and deliver to the Company and to
the retiring Purchase Contract Agent an instrument accepting such appointment, and thereupon the resignation or removal of the
retiring Purchase Contract Agent shall become effective and such successor Purchase Contract Agent, without any further act, deed
or conveyance, shall become vested with all the rights, powers, agencies and duties of the retiring Purchase Contract Agent; but, on
the request of the Company or the successor Purchase Contract Agent, such retiring Purchase Contract Agent shall, upon payment of
its charges, execute and deliver an instrument transferring to such successor Purchase Contract Agent all the rights, powers and trusts
of the retiring Purchase Contract Agent and duly assign, transfer and deliver to such successor Purchase Contract Agent all property
and money held by such retiring Purchase Contract Agent hereunder.
(b) Upon request of any such successor Purchase Contract Agent, the Company shall execute any and all instruments for more fully
and certainly vesting in and confirming to such successor Purchase Contract Agent all such rights, powers and agencies referred to in
clause (a)of this Section7.10.
(c) No successor Purchase Contract Agent shall accept its appointment unless at the time of such acceptance such successor
Purchase Contract Agent shall be qualified and eligible under this Article 7.
Section7.11
Merger, Conversion, Consolidation or Succession to Business
. Any Person into which the Purchase Contract Agent may
be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to
which the Purchase Contract Agent shall be a party, or any Person succeeding to all or substantially all the corporate trust business of
the Purchase Contract Agent, shall be the successor of the Purchase Contract Agent hereunder,
provided
that such Person shall be
otherwise qualified and eligible under this Article, without the execution or filing of any paper or any further act on the part of any of
the parties hereto. In case any Certificates shall have been authenticated and executed on behalf of the Holders, but not delivered, by
the Purchase Contract Agent then in office, any successor by merger, conversion or consolidation to such Purchase Contract Agent
may adopt such authentication and execution and deliver the Certificates so authenticated and executed with the same effect as if such
successor Purchase Contract Agent had itself authenticated and executed such Units.
Section7.12
Preservation of Information; Communications to Holders
. (a)The Purchase Contract Agent shall preserve, in as current a
form as is reasonably practicable, the names and addresses of Holders received by the Purchase Contract Agent in its capacity as
Security Registrar.
(b) If three or more Holders (herein referred to as “
Applicants
”) apply in writing to the Purchase Contract Agent, and furnish to the
Purchase Contract Agent reasonable proof that each such Applicant has owned a Unit for a period of at least six months preceding the
date of such application, and such application states that the Applicants desire to communicate with other Holders with respect to
their rights under this Agreement or under the Units and is accompanied by a copy of the form of proxy or other communication which
such Applicants propose to transmit, then the Purchase Contract Agent shall mail to all the Holders copies of the form of proxy or
other communication which is specified in such request, with reasonable promptness after a tender to the Purchase Contract Agent of
the materials to be mailed and of payment, or provision for the payment, of the reasonable expenses of such mailing.
61

2006. EDGAR Online, Inc.