Supplemental Indenture Sample Contracts

Central Garden & Pet Co – TENTH SUPPLEMENTAL INDENTURE (August 2nd, 2019)

TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated effective as of June 29, 2019, by C & S Products Co., Inc., an Iowa corporation (the “Subsidiary Guarantor”), a direct subsidiary of Central Garden & Pet Company, a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee under the indenture referred to below (the “Trustee”).

QualityTech, LP – SUPPLEMENTAL INDENTURE (August 2nd, 2019)

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 1, 2018, among QTS Investment Properties Manassas, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of QualityTech, LP (or its permitted successor), a Delaware limited partnership (the “Operating Partnership”), the Co-Issuer, the REIT, the Subsidiary Guarantors (as defined in the Indenture referred to herein) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).

Hertz Corp – SUPPLEMENTAL INDENTURE ESTABLISHING A SERIES OF NOTES (August 2nd, 2019)

FIRST SUPPLEMENTAL INDENTURE, dated as of August 1, 2019 (this “Supplemental Indenture”), among The Hertz Corporation (together with its successors and assigns, the “Company”), as issuer, the Subsidiary Guarantors under the Indenture referred to below (the “Subsidiary Guarantors”), and Wells Fargo Bank, National Association, as Trustee.

Occidental Petroleum Corp /De/ – Eighth Supplemental Indenture Dated December 31, 2002 Supplementing and Amending the Indenture Dated as of August 1, 1982 (August 1st, 2019)
Occidental Petroleum Corp /De/ – SECOND SUPPLEMENTAL INDENTURE Dated as of July 15, 2009 (August 1st, 2019)

SECOND SUPPLEMENTAL INDENTURE, dated as of July 15, 2009 (this “Second Supplemental Indenture”), to the indenture dated as of September 19, 2006 (the “Base Indenture”) between Anadarko Petroleum Corporation, a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A., (the “Trustee”) as supplemented by the first supplemental indenture dated as of October 10, 2006 (the “First Supplemental Indenture” and the Base Indenture as supplemented by the First Supplemental Indenture, the “Indenture”).

Occidental Petroleum Corp /De/ – Fourth Supplemental Indenture Dated January 18, 2000 Supplementing and Amending the Indenture Dated as of August 1, 1982 (August 1st, 2019)

THIS FOURTH SUPPLEMENTAL INDENTURE, dated January 18, 2000 (hereinafter called the “Supplemental Indenture”), is between KERR-McGEE CORPORATION, a Delaware corporation (hereinafter called the “Company”), and CITIBANK, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee under the Indenture referred to below (hereinafter called the “Trustee”).

Occidental Petroleum Corp /De/ – Tenth Supplemental Indenture (August 1st, 2019)

THIS TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of                       , 2019, by and among Kerr-McGee Corporation, a Delaware corporation (the “Company”), Anadarko Petroleum Corporation (the “Parent Guarantor”), a Delaware corporation and The Bank of New York Mellon Trust Company, N.A., a national banking association incorporated and existing under the laws of the United States of America (as successor in interest to Citibank, N.A.), as trustee under the indenture referred to below (the “Trustee”).

Occidental Petroleum Corp /De/ – Seventh Supplemental Indenture Dated August 1, 2001 Supplementing and Amending the Indenture Dated as of August 1, 1982 (August 1st, 2019)
Westinghouse Air Brake Technologies Corp – TENTH SUPPLEMENTAL INDENTURE Dated as of June 6, 2019 to INDENTURE Dated as of August 8, 2013 by and among WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION, as Issuer (August 1st, 2019)

THIS TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) is made as of June 6, 2019, by and among WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), each of the GUARANTORS party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

Republic Services, Inc. – REPUBLIC SERVICES, INC. to as Trustee EIGHTH SUPPLEMENTAL INDENTURE, Dated as of August 7, 2019 2.500% Notes due 2024 Supplement to Indenture dated as of November 25, 2009 (August 1st, 2019)

EIGHTH SUPPLEMENTAL INDENTURE, dated as of August 7, 2019 (the “Eighth Supplemental Indenture”), between REPUBLIC SERVICES, INC., a Delaware corporation (hereinafter called the “Company”) and U.S. BANK NATIONAL ASSOCIATION, as trustee under the Base Indenture referred to below (hereinafter called the “Trustee”).

Occidental Petroleum Corp /De/ – Fourth Supplemental Indenture Dated as of , 2019 Amending and Supplementing the Indenture Dated as of September 19, 2006 (August 1st, 2019)

THIS FOURTH SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of                          , 2019, by and among Anadarko Petroleum Corporation, a Delaware corporation (the "Company") and The Bank of New York Mellon Trust Company, N.A., a national banking association incorporated and existing under the laws of the United States of America (formerly known as The Bank of New York Trust Company, N.A.), as trustee under the indenture referred to below (the "Trustee").

Occidental Petroleum Corp /De/ – Third Supplemental Indenture Dated as of , 2019 Amending and Supplementing the Indenture Dated as of August 1, 2001 (August 1st, 2019)

THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of                          , 2019, by and among Kerr-McGee Corporation, a Delaware corporation (the “Company”), Anadarko Petroleum Corporation (the “Parent Guarantor”), a Delaware corporation and The Bank of New York Mellon Trust Company, N.A., a national banking association incorporated and existing under the laws of the United States of America (as successor in interest to Citibank, N.A.), as trustee under the indenture referred to below (the “Trustee”).

TravelCenters of America Inc. /MD/ – FOURTH SUPPLEMENTAL INDENTURE by and between TRAVELCENTERS OF AMERICA INC. (as successor by statutory conversion to TRAVELCENTERS OF AMERICA LLC) and DATED AS OF AUGUST 1, 2019 TO THE INDENTURE DATED AS OF JANUARY 15, 2013 STATUTORY CONVERSION OF ISSUER (August 1st, 2019)

This FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) made and entered into as of August 1, 2019 between TRAVELCENTERS OF AMERICA INC., a Maryland corporation (the “Corporation”) (as successor by statutory conversion to TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (the “Company”)), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

Occidental Petroleum Corp /De/ – Second Supplemental Indenture (August 1st, 2019)

THIS SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of           , 2019, by and among Anadarko Holding Company, a Utah corporation (as successor in interest to Union Pacific Resources Group Inc.) (the “Company”), Anadarko Petroleum Corporation (the “Guarantor”), a Delaware corporation and The Bank of New York Mellon Trust Company, N.A., a national banking association incorporated and existing under the laws of the United States of America (as successor in interest to Chase Bank of Texas, National Association), as trustee under the indenture referred to below (the “Trustee”).

Occidental Petroleum Corp /De/ – Sixth Supplemental Indenture Dated June 26, 2001 Supplementing and Amending the Indenture Dated as of August 1, 1982 (August 1st, 2019)

THIS SIXTH SUPPLEMENTAL INDENTURE, dated June 26, 2001 (hereinafter called the “Supplemental Indenture”), is between KERR-McGEE CORPORATION, a Delaware corporation (hereinafter called the “Company”), and CITIBANK, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee under the Indenture referred to below (hereinafter called the “Trustee”).

Kennedy-Wilson Holdings, Inc. – SUPPLEMENTAL INDENTURE NO. 10 (August 1st, 2019)

SUPPLEMENTAL INDENTURE NO. 10 (the “Supplemental Indenture”), dated as of December 10, 2018, among Kennedy-Wilson, Inc., as issuer (the “Issuer”), Meyers Research, LLC, a Delaware limited liability company (the “Released Entity”), the Guarantors (as defined in the Indenture referred to below), Kennedy-Wilson Holdings, Inc., a Delaware corporation, as the Parent Guarantor (the “Parent Guarantor”), and Wilmington Trust, National Association, as trustee (the “Trustee”).

Occidental Petroleum Corp /De/ – Second Supplemental Indenture Dated as of , 2019 Amending and Supplementing the Indenture Dated as of April 26, 2001 (August 1st, 2019)

THIS SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of                          , 2019, by and among Anadarko Finance Company, an unlimited liability company organized under the laws of the province of Nova Scotia, Canada (the “Company”), Anadarko Petroleum Corporation (the “Guarantor”), a Delaware corporation and The Bank of New York Mellon Trust Company, N.A., a national banking association incorporated and existing under the laws of the United States of America (as successor in interest to The Bank of New York), as trustee under the indenture referred to below (the “Trustee”).

Las Vegas Sands Corp – LAS VEGAS SANDS CORP., as Company and U.S. BANK NATIONAL ASSOCIATION, as Trustee 3.900% Senior Notes due 2029 Third Supplemental Indenture Dated as of July 31, 2019 to Indenture dated as of July 31, 2019 (July 31st, 2019)

THIRD SUPPLEMENTAL INDENTURE, dated as of July 31, 2019 (“Third Supplemental Indenture”), to the Indenture dated as of July 31, 2019 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities that are not the Notes (as defined below), the “Base Indenture” and, as amended, modified and supplemented by this Third Supplemental Indenture, the “Indenture”), by and between LAS VEGAS SANDS CORP. (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).

Las Vegas Sands Corp – LAS VEGAS SANDS CORP., as Company and U.S. BANK NATIONAL ASSOCIATION, as Trustee 3.500% Senior Notes due 2026 Second Supplemental Indenture Dated as of July 31, 2019 to Indenture dated as of July 31, 2019 (July 31st, 2019)

SECOND SUPPLEMENTAL INDENTURE, dated as of July 31, 2019 (“Second Supplemental Indenture”), to the Indenture dated as of July 31, 2019 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities that are not the Notes (as defined below), the “Base Indenture” and, as amended, modified and supplemented by this Second Supplemental Indenture, the “Indenture”), by and between LAS VEGAS SANDS CORP. (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).

Avon Products Inc – NINTH SUPPLEMENTAL INDENTURE Dated as of July 26, 2019 To INDENTURE Dated as of February 27, 2008 (July 31st, 2019)

NINTH SUPPLEMENTAL INDENTURE, dated as of the 26th day of July, 2019, between AVON PRODUCTS, INC., a corporation duly organized and existing under the laws of the State of New York, as Issuer (herein called the “Company”), having its principal office at Building 6, Chiswick Park, London, W4 5HR, United Kingdom, and DEUTSCHE BANK TRUST COMPANY AMERICAS, with its principal office at 60 Wall Street, New York, New York 10005, a banking corporation duly organized under the State of New York, as trustee (the “Trustee”).

Bank of Montreal /Can/ – BANK OF MONTREAL TO WELLS FARGO BANK, NATIONAL ASSOCIATION Trustee Third Supplemental Indenture Dated as of July 30, 2019 to Indenture Dated as of December 12, 2017 Subordinated Debt Securities 4.800% Fixed Rate Resetting Non- Cumulative Subordinated Additional Tier 1 Capital Notes (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness) (July 30th, 2019)

THIRD SUPPLEMENTAL INDENTURE, dated as of July 30, 2019, between Bank of Montreal, a Canadian chartered bank (herein called the “Bank”), having its principal executive offices located at 100 King Street West, 1 First Canadian Place, Toronto, Ontario, Canada M5X 1A1 and its head office located at 129 rue Saint Jacques, Montreal, Quebec, Canada H2Y 1L6, and Wells Fargo Bank, National Association, a national banking association organized under the law of the United States of America, as Trustee (herein called the “Trustee”).

Transocean Ltd. – THIRD SUPPLEMENTAL INDENTURE (July 29th, 2019)

THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of July 29, 2019, among Global Marine Inc., a Delaware corporation (the “Company”), Transocean Inc., a Cayman Islands exempted company (the “Guarantor”), and Wilmington Trust Company, as trustee (the “Trustee”).

Senseonics Holdings, Inc. – SENSEONICS HOLDINGS, INC., Issuer AND SECOND SUPPLEMENTAL INDENTURE Dated as of July 25, 2019 to INDENTURE Dated as of January 30, 2018 5.25% Convertible Senior Notes due 2023 (July 29th, 2019)

SECOND SUPPLEMENTAL INDENTURE, dated as of July 25, 2019 (this “Second Supplemental Indenture”) between SENSEONICS HOLDINGS, INC., a Delaware corporation (the “Company”) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”), supplementing the Indenture, dated as of January 30, 2018 (the “Base Indenture”), as supplemented by the First Supplemental Indenture, dated as of January 30, 2018 (the “First Supplemental Indenture”), relating to the Company’s 5.25% Convertible Senior Notes due 2023 (the “Notes”; the Base Indenture, as amended and supplemented by the First Supplemental Indenture, the “Indenture”), and

Constellation Brands, Inc. – CONSTELLATION BRANDS, INC., as Issuer CONSTELLATION BRANDS SMO, LLC CONSTELLATION BRANDS U.S. OPERATIONS, INC. CONSTELLATION SERVICES LLC CROWN IMPORTS LLC HOME BREW MART, INC., as Guarantors and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 25 Dated as of July 29, 2019 3.150% Senior Notes due 2029 (July 29th, 2019)

SUPPLEMENTAL INDENTURE NO. 25, dated as of July 29, 2019 (this “Supplemental Indenture”), between CONSTELLATION BRANDS, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), the guarantors named herein and from time to time parties hereto, and MANUFACTURERS AND TRADERS TRUST COMPANY, a New York banking corporation, as Trustee (herein called the “Trustee”).

MPT Operating Partnership, L.P. – MPT OPERATING PARTNERSHIP, L.P. and MPT FINANCE CORPORATION, as Issuers, MEDICAL PROPERTIES TRUST, INC., as Parent and a Guarantor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 4.625% Senior Notes due 2029 THIRTEENTH SUPPLEMENTAL INDENTURE Dated as of July 26, 2019 (July 29th, 2019)

THIS THIRTEENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of July 26, 2019, by and among MPT Operating Partnership, L.P., a Delaware limited partnership (“Opco”), MPT Finance Corporation, a Delaware corporation (“Finco” and, together with Opco, the “Issuers”, and each, an “Issuer”), Medical Properties Trust, Inc., a Maryland corporation (the “Parent Guarantor” or “Parent”), as Guarantor, and Wilmington Trust, National Association, existing under the laws of the United States of America, as Trustee under the Indenture referred to below.

McDermott International Inc – THIRD SUPPLEMENTAL INDENTURE AND GUARANTEE (July 29th, 2019)

This Third Supplemental Indenture and Guarantee, dated as of July 8, 2019 (this “Supplemental Indenture” or “Guarantee”), among CB&I Storage Tank Solutions LLC, a Delaware limited liability company (the “New Guarantor”), McDermott Technology (Americas), Inc., a Delaware corporation, and McDermott Technology (US), Inc., a Delaware corporation, as the Issuers, and Wells Fargo Bank, National Association, as Trustee, paying agent and registrar under the Indenture referred to below.

Five Point Holdings, LLC – SECOND SUPPLEMENTAL INDENTURE Dated as of July 26, 2019 To INDENTURE Dated as of November 22, 2017 Among FIVE POINT OPERATING COMPANY, LP, FIVE POINT CAPITAL CORP., THE GUARANTORS PARTY HERETO and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee 7.875% SENIOR NOTES DUE 2025 (July 26th, 2019)

SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 26, 2019, among Five Point Operating Company, LP, a Delaware limited partnership (the “Issuer”), Five Point Capital Corp., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), the guarantors party hereto (the “Guarantors”) and Wells Fargo Bank, National Association, as the trustee (the “Trustee”).

Synchrony Financial – SYNCHRONY FINANCIAL AND THE BANK OF NEW YORK MELLON, as Trustee NINTH SUPPLEMENTAL INDENTURE Dated as of July 25, 2019 to the INDENTURE Dated as of August 11, 2014 (July 25th, 2019)

THIS NINTH SUPPLEMENTAL INDENTURE (this “Ninth Supplemental Indenture”), dated as of July 25, 2019, is between SYNCHRONY FINANCIAL, a Delaware corporation (the “Company”), and The Bank of New York Mellon, a New York banking corporation (the “Trustee”).

Citizens Financial Group Inc/Ri – CITIZENS FINANCIAL GROUP, INC. Company and THE BANK OF NEW YORK MELLON Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of July 25, 2019 to SENIOR INDENTURE Dated as of October 28, 2015 $500,000,000 Principal Amount of 2.850% Senior Notes due 2026 (July 25th, 2019)

THIRD SUPPLEMENTAL INDENTURE, dated as of July 25, 2019 (the “Third Supplemental Indenture”), between Citizens Financial Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon, a New York banking corporation, as Trustee hereunder (the “Trustee”).

Westpac Banking Corp – SECOND SUPPLEMENTAL INDENTURE between WESTPAC BANKING CORPORATION and THE BANK OF NEW YORK MELLON as Trustee Dated as of July 24, 2019 (July 24th, 2019)

SECOND SUPPLEMENTAL INDENTURE, dated as of July 24, 2019 (the “Second Supplemental Indenture”), between WESTPAC BANKING CORPORATION (ABN 33 007 457 141), a company incorporated in the Commonwealth of Australia under the Corporations Act 2001 of Australia and registered in New South Wales (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee”).

Tampa Electric Co – TAMPA ELECTRIC COMPANY and THE BANK OF NEW YORK MELLON, As Trustee FIFTEENTH SUPPLEMENTAL INDENTURE dated as of July 24, 2019 Supplementing the Indenture dated as of July 1, 1998 3.625% Notes Due 2050 (July 24th, 2019)

This Fifteenth Supplemental Indenture, dated as of July 24, 2019, is between Tampa Electric Company, a corporation duly organized and existing under the laws of the State of Florida (hereinafter called the “Company”) and having its principal office at TECO Plaza, 702 North Franklin Street, Tampa, Florida 33602, and The Bank of New York Mellon, as trustee (hereinafter called the “Trustee”), and having its principal corporate trust office at 240 Greenwich Street, 7 West, New York, New York 10286.

Fedex Corp – SUPPLEMENTAL INDENTURE NO. 9 Dated as of July 24, 2019 3.100% Notes due 2029 (July 24th, 2019)

SUPPLEMENTAL INDENTURE NO. 9, dated as of July 24, 2019, among FedEx Corporation, a Delaware corporation (the “Company”) and Federal Express Corporation, a Delaware corporation, Federal Express Europe,  Inc., a Delaware corporation, Federal Express Holdings S.A., LLC, a Delaware limited liability company (formerly Federal Express Holdings S.A.), Federal Express International, Inc., a Delaware corporation, FedEx Corporate Services, Inc., a Delaware corporation (into which FedEx TechConnect, Inc., a Delaware corporation, was merged), FedEx Freight Corporation, a Delaware corporation, FedEx Freight, Inc., an Arkansas corporation, FedEx Ground Package System, Inc., a Delaware corporation, and FedEx Office and Print Services, Inc., a Texas corporation (collectively, the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

Burlington Northern Santa Fe, Llc – BURLINGTON NORTHERN SANTA FE, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Trustee TWENTY-SECOND SUPPLEMENTAL INDENTURE Dated as of July 24, 2019 to INDENTURE Dated as of December 1, 1995 3.550% Debentures due February 15, 2050 (July 24th, 2019)

TWENTY-SECOND SUPPLEMENTAL INDENTURE, dated as of July 24, 2019 (this “Supplemental Indenture”), between Burlington Northern Santa Fe, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (as successor-in-interest to Burlington Northern Santa Fe Corporation), having its principal office at 2650 Lou Menk Drive, Fort Worth, Texas 76131-2830 (the “Company”), and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), a national banking association, as successor-in-interest to J.P. Morgan Trust Company, National Association, as successor-in-interest to Bank One Trust Company, N.A., as successor-in-interest to The First National Bank of Chicago, as trustee (the “Trustee”), having a corporate trust office at 601 Travis Street, 16th Floor, Houston, Texas 77002 (such address, as changed from time to time by the Trustee with notice to the Holders, the “Corporate Trust Office”).

DTE Electric Co – SUPPLEMENTAL INDENTURE DATED AS OF JUNE 1, 2019 SUPPLEMENTING THE AMENDED AND RESTATED INDENTURE DATED AS OF APRIL 9, 2001 (July 24th, 2019)

SUPPLEMENTAL INDENTURE, dated as of the 1st day of June, 2019, between DTE ENERGY COMPANY, a corporation organized and existing under the laws of the State of Michigan (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”);

Ready Capital Corp – Ready Capital Corporation as Issuer U.S. Bank National Association as Trustee Fourth Supplemental Indenture Dated as of July 22, 2019 to the Indenture Dated as of August 9, 2017 6.20% Senior Notes due 2026 (July 22nd, 2019)

FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 22, 2019, between Ready Capital Corporation, a Maryland corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”) under the Indenture dated as of August 9, 2017, between the Company and the Trustee (as supplemented by the Third Supplemental Indenture thereto, dated as of February 26, 2019, the “Base Indenture”).