SUPPLEMENTAL INDENTURE
Exhibit 4.1(d)
SUPPLEMENTAL INDENTURE (this “supplemental indenture”), dated as of June 7, 2006, between
Money Mart CSO, Inc., a Texas corporation (the “Guarantor”), a direct subsidiary of Dollar
Financial Group, Inc. (or its successor), a New York corporation (the “Company”), and U.S. Bank
National Association, as trustee under the indenture referred to below (the “Trustee”).
WITNESSETH
WHEREAS, the Company and the Guarantors (as defined in the Indenture) have heretofore executed
and delivered to the Trustee an indenture (the “Indenture”), dated as of November 13, 2003,
providing for the issuance of 9.75% Senior Notes due 2011 (the “Notes”).
WHEREAS, Section 5.16 of the Indenture provides that under certain circumstances the Company
is required to cause the Guarantor to execute and deliver to the Trustee a supplemental indenture
pursuant to which the Guarantor shall unconditionally guarantee all of the Company’s obligations
under the Notes, the Indenture and the Security Documents pursuant to a Guarantee of the Notes on
the terms and conditions set forth herein;
WHEREAS, Section 10.01(d) of the Indenture permits a Guarantor to supplement the Indenture to
provide additional benefits to Holders of the Notes without the consent of any Holders; and
NOW THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt and adequacy of which is hereby acknowledged, the Guarantor and the
Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes
as follows:
1 CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings
assigned to them in the Indentures.
2 AGREEMENT TO GUARANTEE. The Guarantor hereby agrees, jointly and severally with all other
Guarantors, to guarantee the Company’s obligations under the Notes, the Indenture and the Security
Documents on the terms and subject to the conditions set forth in Article Eleven of the Indenture
and to be bound by all other applicable provisions of the Indenture.
3 NO RECOURSE AGAINST OTHERS. No director, officer, employee, incorporator or stockholder of
the Company or any Guarantor, as such, shall have any liability for any obligations of the Company
or any Guarantor under the Notes, the Guarantees of the Notes, the Indenture, the Registration
Rights Agreement, the Pledge Agreements or the Intercreditor Agreement or for any claim based on,
in respect of, or by reason of, such obligations or their creation. Each Holder of Notes by
accepting a Note waives and releases all such liability. The waiver and release are part of the
consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities
under the federal securities laws and it is the view of the SEC that such a waiver is against
public policy.
4 EFFECTIVENESS. This supplemental indenture shall be effective upon execution by the parties
hereto.
5 RECITALS. The recitals contained herein shall be taken as the statements of the Company and
the Guarantors and the Trustee assumes no responsibility for their correctness. The Trustee makes
no representations as to the validity of this supplemental indenture.
6 NEW YORK LAW TO GOVERN. THE INTERNAL LAWS OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED
TO CONSTRUE THIS SUPPLEMENTAL INDENTURE.
7 COUNTERPARTS. The parties may sign any number of copies of this supplemental indenture
(including by telecopier transmission). Each signed copy shall be an original, but all of them
together represent the same agreement.
8 EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not
affect the construction hereof.
Money Mart CSO, Inc., a Texas corporation |
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By: | /s/ Xxxxxx Xxxxxxxx | |||
Xxxxxx Xxxxxxxx | ||||
President |