SECOND SUPPLEMENTAL INDENTURE
Exhibit 4(f)
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 24,
2009, among DENBURY GREEN PIPELINE-TEXAS, LLC (the “New Subsidiary Guarantor”), an
indirect, wholly-owned subsidiary of Denbury Resources Inc. (the “Company”), DENBURY
RESOURCES INC., a Delaware corporation, on behalf of itself and the Subsidiary Guarantors (the
“Existing Subsidiary Guarantors”) under the Indenture referred to below, and THE BANK OF
NEW YORK MELLON TRUST COMPANY, N.A., as trustee under the indenture referred to below (the
“Trustee”).
W I T N E S S E T H :
WHEREAS the Company has heretofore executed and delivered to the Trustee an Indenture dated as
of December 7, 2005, (the “Indenture”), and the First Supplemental Indenture dated as of
April 3, 2007, providing for the issuance of 71/2% Senior Subordinated Notes Due 2015 (the
“Securities”);
WHEREAS the Company desires to cause the New Subsidiary Guarantor to execute and deliver to
the Trustee a supplemental indenture pursuant to which the New Subsidiary Guarantor shall fully and
unconditionally guarantee all of the Company’s obligations under the Securities pursuant to a
Subsidiary Guarantee on the terms and conditions set forth herein; and
WHEREAS pursuant to Section 9.01 of the Indenture, the Trustee, the Company and Existing
Subsidiary Guarantors are authorized to execute and deliver this Supplemental Indenture;
NOW THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the New Subsidiary Guarantor, the
Company, the Existing Subsidiary Guarantors and the Trustee mutually covenant and agree for the
equal and ratable benefit of the holders of the Securities as follows:
1. Definitions. (a) Capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture.
(b) For all purposes of this Supplemental Indenture, except as otherwise herein expressly
provided or unless the context otherwise requires: (i) the terms and expressions used herein shall
have the same meanings as corresponding terms and expressions used in the Indenture; and (ii) the
words “herein,” “hereof” and “hereby” and other words of similar import used in this Supplemental
Indenture refer to this Supplemental Indenture as a whole and not to any particular section hereof.
2. Agreement to Guarantee. The New Subsidiary Guarantor hereby agrees, jointly and
severally with all other Existing Subsidiary Guarantors, to guarantee the Company’s
obligations under the Securities on the terms and subject to the conditions set forth in
Article 11 of the Indenture and to be bound by all other applicable provisions of the Indenture.
3. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as
expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the
terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental
Indenture shall form a part of the Indenture for all purposes, and every holder of Securities
heretofore or hereafter authenticated and delivered shall be bound hereby.
4. Governing Law. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
5. Trustee Makes No Representation. The Trustee makes no representation as to the
validity or sufficiency of this Supplemental Indenture.
6. Counterparts. The parties may sign any number of copies of this Supplemental
Indenture. Each signed copy shall be an original, but all of them together represent the same
agreement.
7. Effect of Headings. The Section headings herein are for convenience only and shall
not effect the construction thereof.
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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed as of the date first above written.
| DENBURY GREEN PIPELINE-TEXAS, LLC |
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| By: | /s/ Xxxx Xxxxxxx | |||
| Name: | Xxxx Xxxxxxx | |||
| Title: | Chief Executive Officer | |||
| DENBURY RESOURCES INC., on behalf of itself and the Existing Subsidiary Guarantors, |
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| By: | /s/ Xxxx Xxxxxxx | |||
| Name: | Xxxx Xxxxxxx | |||
| Title: | Chief Executive Officer | |||
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| THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee, |
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| By: | /s/ Xxxxx Xxxxxxx-Xxxxx | |||
| Name: | Xxxxx Xxxxxxx-Xxxxx | |||
| Title: | Assistant Treasurer | |||
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