FIRST SUPPLEMENTAL INDENTURE dated as of November 2, 1995
(this "First Supplement") between EnviroSource, Inc., a Delaware corporation
(the "Company"), and United States Trust Company of New York, a New York
corporation, as Trustee (the "Trustee").
Recitals of the Company
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A. WHEREAS, the Company and the Trustee have heretofore
executed and delivered an Indenture dated as of July 1, 1993 (the "Indenture")
; and
B. WHEREAS, the Company desires to amend and supplement the
Indenture in accordance with the terms of Section 9.02 thereof and has requested
the Trustee to join in the execution of this First Supplement.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants set forth in the Indenture and herein, the Company and the Trustee
hereby amend and supplement the Indenture as follows:
1. All defined terms used herein and not otherwise defined herein
shall have the meanings ascribed to them in the Indenture.
2. Section 1.01 of the Indenture is hereby supplemented as follows:
Clauses (f) and (g) of the definition of Permitted Liens are hereby
deleted in their entirety and replaced with the following:
(f) Liens securing Indebtedness incurred to finance the construction
or purchase of, or repairs, improvements or additions to, property;
provided, however, that such property can be pledged to secure only
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such Indebtedness which is permitted under Section 4.11 reduced
dollar-for-dollar by the outstanding principal amount of Indebtedness
in excess of $60 million secured in reliance on clause (g) of this
definition;
provided, further, however, that the Lien may not extend to any
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property (other than the property purchased, constructed, repaired or
improved or contracts relating to the use of such property and/or
revenues generated by such property) owned by the Company or any
Restricted Subsidiary at the time the Lien is Incurred, and the
Indebtedness secured by the Lien may not be Incurred more than 365
days after the later of the acquisition, completion of construction,
repair, improvement, addition or commencement of full operation of
the property subject to the Lien; and provided, further, however,
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that, subject to clause (o) below, any such Lien securing such
Indebtedness Incurred after October 13, 1995 may extend only to
property purchased, constructed, repaired or improved after October
13, 1995 and contracts relating to the use of such property
and revenues generated by such property after such date;
(g) Liens to secure Indebtedness under the Credit Agreement of up to
$100 million in aggregate principal amount outstanding at any one time
and all Guarantees thereof;
3. This First Supplement shall be governed by the laws of the State
of New York and shall become effective as of the date first above written.
4. Except as provided in this First Supplement, the terms and
provisions of the Indenture shall continue to remain in full force and effect
from and after the date hereof.
5. The Recitals set forth above shall be construed as the statement
of the Company and, in accordance with Section 7.04 of the Indenture, the
Trustee assumes no responsibility as to the validity or adequacy of this First
Supplement.
IN WITNESS WHEREOF, the parties hereto, by their duly authorized
officers, have executed and delivered this First Supplement as of the day and
year first above written.
ENVIROSOURCE, INC.
By:/s/ Xxxxx X. Xxxx
Name: Xxxxx X. Xxxx
Title: Vice President
ATTEST:
/s/ X.X. Xxxxx
Name: Xxxxxxxxx X. Xxxxx
Title: Secretary
UNITED STATES TRUST COMPANY
OF NEW YORK
By:/s/ Xxxxxxxx Xxxxxxx
Name: Xxxxxxxx Xxxxxxx
Title: Assistant Vice President
ATTEST:
/s/ Xxxxxxx Xxxxxx
Name: Xxxxxxx Xxxxxx
Title: Assistant Vice President
