Exhibit 4(d)
SUBSIDIARY GUARANTEE
For value received, each Guarantor (which term includes any successor Person
under the Indenture) has, jointly and severally, unconditionally guaranteed, to
the extent set forth in the Indenture and subject to the provisions in the
Indenture dated as of January 25, 1999 (the "Indenture") among National Wine &
Spirits, Inc., the Guarantors listed on Schedule I thereto and Norwest Bank
Minnesota, N.A., as trustee (the "Trustee"), (a) the due and punctual payment of
the principal of, premium, if any, and interest on the Notes (as defined in the
Indenture), whether at maturity, by acceleration, redemption or otherwise, the
due and punctual payment of interest on overdue principal and premium, and, to
the extent permitted by law, interest, and the due and punctual performance of
all other obligations of the Company to the Holders or the Trustee all in
accordance with the terms of the Indenture and (b) in case of any extension of
time of payment or renewal of any Notes or any of such other obligations, that
the same will be promptly paid in full when due or performed in accordance with
the terms of the extension or renewal, whether at stated maturity, by
acceleration or otherwise. The obligations of the Guarantors to the Holders of
Notes and to the Trustee pursuant to the Subsidiary Guarantee and the Indenture
are expressly set forth in Article 10 of the Indenture and reference is hereby
made to the Indenture for the precise terms of the Subsidiary Guarantee. Each
Holder of a Note, by accepting the same, agrees to and shall be bound by such
provisions.
NATIONAL WINE & SPIRITS CORP.
By:/s/ XXXXX X. XXXXXXXX
Name: Xxxxx X. XxXxxxxx
Title: Chairman
NWS, INC.
By:/s/ XXXXX X. XXXXXXXX
Name: Xxxxx X. XxXxxxxx
Title: Chairman
NWS-ILLINOIS, LLC
By:/s/ XXXXX X. XXXXXXXX
Name: Xxxxx X. XxXxxxxx
Title: Chairman
NWS MICHIGAN, INC.
By:/s/ XXXXX X. XXXXXXXX
Name: Xxxxx X. XxXxxxxx
Title: Chairman
