SPF » Topics » WITNESSETH:

This excerpt taken from the SPF 8-K filed Oct 9, 2009.

WITNESSETH:

WHEREAS, this Thirteenth Supplemental Indenture supplements the Indenture, dated as of April 1, 1999 (the “Original Indenture”), by and between the Company and the Trustee, as previously supplemented by the First Supplemental Indenture dated as of April 13, 1999 (the “First Supplemental Indenture”), the Second Supplemental Indenture dated as of September 5, 2000 (the “Second Supplemental Indenture”), the Third Supplemental Indenture dated as of December 28, 2001 (the “Third Supplemental Indenture”), the Fourth Supplemental Indenture dated as of March 4, 2003 (the “Fourth Supplemental Indenture”), the Fifth Supplemental Indenture dated as of May 12, 2003 (the “Fifth Supplemental Indenture”), the Sixth Supplemental Indenture dated as of September 23, 2003 (the “Sixth Supplemental Indenture”), the Seventh Supplemental Indenture dated as of March 11, 2004 (the “Seventh Supplemental Indenture”), the Eighth Supplemental Indenture dated as of March 11, 2004 (the “Eighth Supplemental Indenture”), the Ninth Supplemental Indenture dated as of August 1, 2005 (the “Ninth Supplemental Indenture”), the Tenth Supplemental Indenture dated as of August 1, 2005 (the “Tenth Supplemental Indenture”), the Eleventh Supplemental Indenture dated as of February 22, 2006 (the “Eleventh Supplemental Indenture”) and the Twelfth Supplemental Indenture dated as of May 5, 2006 (the “Twelfth Supplemental Indenture,” and together with the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture, the Sixth Supplemental Indenture, the Seventh Supplemental Indenture, the Eighth Supplemental Indenture, the Ninth Supplemental Indenture, the Tenth Supplemental Indenture and the Eleventh Supplemental Indenture, collectively, the “Supplemental Indentures”, and the Supplemental Indentures together with the Original Indenture, collectively, the “Indenture”);

WHEREAS, the following series of Securities have been previously issued by the Company and remain outstanding under the Indenture: 7% Senior Notes due 2015 in the original aggregate principal amount of $175,000,000 issued pursuant to the Tenth Supplemental Indenture (the “7% Senior Notes”); 6 1/4% Senior Notes due 2014 in the original aggregate principal amount of $150,000,000 issued pursuant to the Eighth Supplemental Indenture (the “6 1/4% Senior Notes”); 7 3/4% Senior Notes due 2013 in the original aggregate principal amount of $125,000,000 issued pursuant to the Fourth Supplemental Indenture (the “2013 Notes”); 6 7/8% Senior Notes due 2011 in the original aggregate principal amount of $175,000,000 issued pursuant to the Fifth Supplemental Indenture (the “2011 Notes”); and the 6 1/2% Senior Notes


due 2010 in the original aggregate principal amount of $175,000,000 issued pursuant to the Ninth Supplemental Indenture (the “2010 Notes,” and together with the 7% Senior Notes, the 6 1/4% Senior Notes, the 2013 Notes and the 2011 Notes, collectively, the “Notes”);

WHEREAS, the Company has commenced a tender offer (the “Tender Offer”) to holders of the 2010 Notes, the 2011 Notes and the 2013 Notes upon the terms and subject to the conditions set forth in the Offers to Purchase for Cash and Solicitation of Consents of Holders of the 2010 Notes, dated September 10, 2009, as amended and supplemented from time to time;

WHEREAS, in connection with the Tender Offer, the Company has solicited from the holders of the 2010 Notes consents (the “Consent Solicitation”) to the adoption of certain proposed amendments set forth in Section 1.01 hereof (the “Proposed Amendments”) to the Ninth Supplemental Indenture;

WHEREAS, under the terms of the Original Indenture, the terms of the Ninth Supplemental Indenture and the 2010 Notes may be amended with the consent of holders of a majority of principal amount of the 2010 Notes (the “Requisite Consents”);

WHEREAS, the Company has obtained the Requisite Consents to the Proposed Amendments pursuant to the Consent Solicitation;

WHEREAS, the Company and the Guarantors desire to supplement and amend the Indenture to effect the Proposed Amendments; and

WHEREAS, the Company and the Guarantors hereby certify that all covenants and conditions precedent, if any, provided for in the Indenture relating to the execution, delivery and performance of this Thirteenth Supplemental Indenture have been complied with, and all things necessary to make this Thirteenth Supplemental Indenture a valid agreement of the Company, the Guarantors and the Trustee, in accordance with its terms, and a valid amendment of, and supplement to, the Indenture have been done.

NOW, THEREFORE, the parties hereto agree, as follows:

This excerpt taken from the SPF 10-K filed Feb 24, 2006.

WITNESSETH:

WHEREAS, this Eleventh Supplemental Indenture is supplemental to the Indenture, dated as of April 1, 1999 (the “Original Indenture”), as previously supplemented by that certain First Supplemental Indenture dated as of April 13, 1999, Second Supplemental Indenture dated as of September 5, 2000, Third Supplemental Indenture dated as of December 28, 2001, Fourth Supplemental Indenture dated as of March 4, 2003, Fifth Supplemental Indenture dated as of May 12, 2003, Sixth Supplemental Indenture dated as of September 23, 2003, Seventh and Eighth Supplemental Indentures, each dated as of March 11, 2004, and Ninth and Tenth Supplemental Indentures, each dated as of August 1, 2005 (the Original Indenture, as supplemented, the “Indenture”), by and between the Company and the Trustee;

WHEREAS, the following notes have been previously issued by the Company and remain outstanding under the Indenture: 7% Senior Notes due 2015 in the aggregate amount of $175,000,000 issued pursuant to the Tenth Supplemental Indenture; 6 1/4% Senior Notes due 2014 in the aggregate amount of $150,000,000 issued pursuant to the Eighth Supplemental Indenture; 7 3/4% Senior Notes due 2013 in the aggregate amount of $125,000,000 issued pursuant to the Fourth Supplemental Indenture; 6 7/8% Senior Notes due 2011 in the aggregate amount of $175,000,000 issued pursuant to the Fifth Supplemental Indenture; 6 1/2% Senior Notes due 2010 in the aggregate amount of $175,000,000 issued pursuant to the Ninth Supplemental Indenture; 5 1/8% Senior Notes due 2009 in the aggregate amount of $150,000,000 issued pursuant to the Seventh Supplemental Indenture; and 6 1/2% Senior Notes due 2008 in the aggregate amount of $150,000,000 issued pursuant to the Sixth Supplemental Indenture (collectively, the “Notes”);

WHEREAS, the Company and the Initial Guarantors desire to amend the Indenture to add the Initial Guarantors to guarantee the payment of the Notes;

WHEREAS, pursuant to Section 6.11 of the Fourth, Fifth, Sixth, Seventh, Eighth, Ninth and Tenth Supplemental Indentures, the Company shall not permit any of its Restricted Subsidiaries (as defined in the Indenture), to guarantee any notes issued by the Company unless such Restricted Subsidiary simultaneously executes and delivers a supplemental indenture to the Indenture providing for the guarantee of the notes issued under such supplemental indenture on the same terms;

WHEREAS, pursuant to Section 9.01 of the Original Indenture, the Company and the Trustee may execute a supplemental indenture without the consent of the holders of the Outstanding Notes to make any change that does not adversely affect the rights of the holders; and

 

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WHEREAS, all things necessary to make this Eleventh Supplemental Indenture a valid agreement of the Company, the Initial Guarantors and the Trustee, in accordance with its terms, and a valid amendment of, and supplement to, the Indenture have been done.

NOW, THEREFORE, the parties hereto agree, as follows:

This excerpt taken from the SPF 8-K filed Aug 5, 2005.

WITNESSETH:

 

WHEREAS, this Ninth Supplemental Indenture is supplemental to the Indenture, dated as of April 1, 1999 (the “Original Indenture”), as previously supplemented by that certain First Supplemental Indenture dated as of April 13, 1999, Second Supplemental Indenture dated as of September 5, 2000, Third Supplemental Indenture dated as of December 28, 2001, Fourth Supplemental Indenture dated as of March 4, 2003, Fifth Supplemental Indenture dated as of May 12, 2003, Sixth Supplemental Indenture dated as of September 23, 2003, and Seventh and Eighth Supplemental Indentures, each dated as of March 11, 2004 (the Original Indenture, as supplemented, the “Indenture”), by and between the Company and the Trustee;

 

WHEREAS, the Company has determined to authorize the creation of its 6½% Senior Notes due 2010 (the “Notes”), and currently desires to issue Notes in the aggregate amount of $175,000,000;

 

WHEREAS, pursuant to Section 2.01 of the Original Indenture, the Company may establish one or more Series of Securities from time to time as authorized by a supplemental indenture; and

 

WHEREAS, all things necessary to make this Ninth Supplemental Indenture a valid agreement of the Company and the Trustee, in accordance with its terms, and a valid amendment of, and supplement to, the Indenture have been done.

 

NOW, THEREFORE, the parties hereto agree, as follows:

 

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