First Supplemental Indenture 7% Notes due 2013 Dated as of May 20 2004
Exhibit 4.8.1
7% Notes due 2013
Dated as of May 20 2004
This is a First Supplemental Indenture (this “Supplemental Indenture”) among Saks Incorporated, a Tennessee corporation (the “Company”); the Subsidiary Guarantors that are signatories hereto, as Guarantors; The Bank of New York, as Trustee (the “Trustee”); NorthPark Fixtures, Inc., a Delaware corporation, Saks Wholesalers, Inc., an Alabama corporation, and Tex SFA, Inc., a New York corporation (together, the “New Guarantors”).
Preliminary Statements
A. In accordance with Section 9.01 of the Indenture dated as of December 8, 2003 among the Company, the Subsidiary Guarantors named therein, and the Trustee, relating to the 7% Notes due 2013 of the Company, the Trustee, the Company, and the Guarantors (as defined in the Indenture) have agreed to amend the Indenture as of the date hereof to provide for the addition of additional Guarantors pursuant to the requirements of Section 10.15 of the Indenture.
B. All things necessary to make this Supplemental Indenture a valid supplement to the Indenture according to its terms have been done.
Terms and Conditions
The parties to this Supplemental Indenture agree as follows:
SECTION 1. Certain Terms Defined in the Indenture. All capitalized terms used herein without definition herein shall have the meanings ascribed thereto in the Indenture.
SECTION 2. Addition of New Guarantors. In accordance with Section 10.15 of the Indenture, the Indenture is hereby supplemented as permitted by Section 9.01(e) of the Indenture by adding each New Guarantor as a “Guarantor” thereunder. Accordingly, by its execution of this Supplemental Indenture, the New Guarantors acknowledge and agree that they are “Guarantors” under the Indenture and are bound by and subject to all of the terms of the Indenture applicable to Guarantors, including without limitation, the applicable provisions of Article Twelve of the Indenture.
SECTION 3. Governing Law. This Supplemental Indenture shall be governed by the laws of the State of New York.
SECTION 4. Counterparts. This Supplemental Indenture may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
SECTION 5. Severability. In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
SECTION 6. Ratification. Except as expressly amended hereby, each provision of the Indenture shall remain in full force and effect and, as amended hereby, the Indenture is in all respects agreed to, ratified and confirmed by each of the parties hereto.
| Saks Incorporated | ||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Xxxxxxx X. Xxxxxx, Executive Vice President | ||
| Attest: | /s/ Xxxxxx X. Xxxxxx | |
| Xxxxxx X. Xxxxxx, Senior Vice President and Assistant Secretary | ||
| The Bank Of New York, as Trustee | ||
| By: | ||
| Title: | Vice President | |
| Attest: | ||
| Title: | Assistant Vice President | |
[signatures continued on next page]
[Signature Page to First Supplemental Indenture]
| Xxxxxx Xxxxx Holdings, Inc. | ||
| Herberger’s Department Stores, LLC | ||
| Xxxxxxx Leasing, LLC | ||
| XxXxx’x, Inc. | ||
| XxXxx’x of Alabama, Inc. | ||
| XxXxx’x Stores Partnership | ||
| By: | XxXxx’x, Inc., Managing General Partner | |
| XxXxx’x Stores Services, Inc. | ||
| McRIL, LLC | ||
| New York City Saks, LLC | ||
| NorthPark Fixtures, Inc. | ||
| Parisian, Inc. | ||
| PMIN General Partnership, a Virginia general partnership | ||
| By: | Parisian, Inc., Managing Partner | |
| Saks Direct, Inc. (formerly SFA Folio Collections, Inc.) | ||
| Saks Distribution Centers, Inc. | ||
| Saks Fifth Avenue, Inc. | ||
| Saks Fifth Avenue Distribution Company | ||
| Saks Fifth Avenue Of Texas, Inc. | ||
| Saks Fifth Avenue Texas, L.P. | ||
| Saks Holdings, Inc. | ||
| Saks Wholesalers, Inc. | ||
| SCCA Store Holdings, Inc. | ||
| SCIL, LLC | ||
| SCIL Store Holdings, Inc. | ||
| SFAILA,LLC | ||
| Tex SFA, Inc. | ||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Xxxxxxx X. Xxxxxx, Executive Vice President and Secretary | ||
| Attest: | /s/ Xxxxxx X. Xxxxxx | |
| Xxxxxx X. Xxxxxx, Senior Vice President and Assistant Secretary | ||
[Signature Page to First Supplemental Indenture]
| Merchandise Credit, LLC Saks & Company | ||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Xxxxxxx X. Xxxxxx, Senior Vice President | ||
| Attest: | /s/ Xxxxx X. Xxxxxxx | |
| Xxxxx X. Xxxxxxx, Senior Vice President | ||
| SCCA, LLC | ||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Xxxxxxx X. Xxxxxx, President and Assistant Secretary | ||
| Attest: | /s/ Xxxxx X. Xxxxxxx | |
| Xxxxx X. Xxxxxxx, Senior Vice President | ||
