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Exhibit (4)-2b
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of April 17, 1997,
between AEROQUIP-XXXXXXX, INC. (formerly, TRINOVA CORPORATION), an Ohio
corporation (the "Corporation"), and THE FIRST NATIONAL BANK OF CHICAGO (as
successor-in-interest to NBD BANK), as trustee (the "Trustee").
RECITALS
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A. The Corporation and the Trustee have executed and delivered
an indenture (the "Original Indenture"), dated as of May 1, 1996.
B. Section 10.01 of the Original Indenture provides that the
Corporation may from time to time enter into supplemental indentures.
C. The Corporation, in the exercise of the powers and
authority conferred upon and reserved to it under the provisions of the Original
Indenture, and in accordance with appropriate resolutions of its Board of
Directors, has duly resolved and determined to make, execute and deliver to the
Trustee this supplemental indenture (the "First Supplemental Indenture") for the
purpose of incorporating the Corporation's recent name change into the Original
Indenture.
D. All conditions and requirements necessary to make this
First Supplemental Indenture a valid, binding and legal instrument have been
done, performed and fulfilled and the execution and delivery hereof have been in
all respects duly authorized.
STATEMENT OF AGREEMENT
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NOW, THEREFORE, the Corporation covenants and agrees with the
Trustee as follows:
ARTICLE ONE
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PROVISIONS OF GENERAL APPLICATION
Section 1.1 TERMS TO HAVE SAME MEANING AS IN ORIGINAL
INDENTURE. The terms used in this First Supplemental Indenture in capitalized
form and defined in the Original Indenture shall have the meanings specified
therein except as otherwise provided herein.
Section 1.2 COUNTERPARTS. This First Supplemental Indenture
may be executed in any number of counterparts, each of which shall be an
original; but such counterparts shall together constitute but one and the same
instrument.
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ARTICLE TWO
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AMENDMENT OF THE ORIGINAL INDENTURE
Section 2.1 AMENDMENT OF THE ORIGINAL INDENTURE. The Original
Indenture is hereby amended such that all references in the Original Indenture
to the former name of the Corporation, TRINOVA Corporation, are hereafter deemed
references to its new name, Aeroquip-Xxxxxxx, Inc., and that for all purposes
under the Original Indenture all references to the Corporation under its old
name shall be understood as references to the Corporation under its new name.
Section 2.2 CONFLICT OF ANY PROVISION OF INDENTURE WITH TRUST
INDENTURE ACT. If and to the extent that any provision of the Indenture or this
First Supplemental Indenture limits, qualifies or conflicts with a provision of
Sections 310 to 317, inclusive, of the Trust Indenture Act, such statutory
provision shall control.
Section 2.3 EFFECT OF AMENDMENT. Other than as specifically
amended or supplemented hereby, the Original Indenture shall remain in full
force and effect.
[Remainder of Page Intentionally Left Blank.]
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IN WITNESS WHEREOF, the parties hereto have caused this First
Supplemental Indenture to be duly executed, and their respective corporate seals
to be hereunto affixed and attested, all as of the day and year first above
written.
AEROQUIP-XXXXXXX,INC.
By:
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Name:
Title:
Attest:
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Name:
Title:
THE FIRST NATIONAL BANK OF CHICAGO,
as Trustee
By:
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Name:
Title:
Attest:
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Title:
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AEROQUIP-XXXXXXX, INC.
(formerly TRINOVA CORPORATION)
and
THE FIRST CHICAGO NATIONAL BANK, AS TRUSTEE
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FIRST SUPPLEMENTAL INDENTURE
Dated as of April 17, 1997
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