eTrade 2005 Annual Report Download - page 382

For all purposes under this Indenture, if a portion of the principal of any Original Issue Discount Securities shall have been accelerated
and declared due and payable pursuant to the provisions hereof, then, from and after such declaration, unless such declaration has
been rescinded and annulled, the principal amount of such Original Issue Discount Securities shall be deemed, for all purposes
hereunder, to be such portion of the principal thereof as shall be due and payable as a result of such acceleration, and payment of such
portion of the principal thereof as shall be due and payable as a result of such acceleration, together with interest, if any, thereon and
all other amounts owing thereunder, shall constitute payment in full of such Original Issue Discount Securities.
Section5.02
. Collection of Indebtedness by Trustee; Trustee May Prove Debt.
The Issuer covenants that (a)in case default shall be
made in the payment of any installment of interest on any of the Securities of any series when such interest shall have become due and
payable, and such default shall have continued for a period of 30 days or (b)in case default shall be made in the payment of all or any
part of the principal of any of the Securities of any series when the same shall have become due and payable, whether upon maturity of
the Securities of such series or upon any redemption or by declaration or otherwise — then upon demand of the Trustee, the Issuer
will pay to the Trustee for the benefit of the Holders of the Securities of such series the whole amount that then shall have become due
and payable on all Securities of such series, and such Coupons, for principal or interest, as the case may be (with interest to the date of
such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on
overdue installments of interest at the same rate as the rate of interest or Yield to Maturity (in the case of Original Issue Discount
Securities) specified in the Securities of such series); and in addition thereto, such further amount as shall be sufficient to cover the
costs and expenses of collection, including reasonable compensation to the Trustee and each predecessor Trustee, their respective
agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor
Trustee except as a result of its negligence or bad faith.
Until such demand is made by the Trustee, the Issuer may pay the principal of and interest on the Securities of any series to the
Holders, whether or not the Securities of such series be overdue.
In case the Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an
express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums
so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such
judgment or final decree against the Issuer or other obligor upon the Securities and collect in the manner provided by law out of the
property of the Issuer or other obligor upon the Securities, wherever situated the moneys adjudged or decreed to be payable.
28

2006. EDGAR Online, Inc.