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EXHIBIT 4(q)
XXXXXXXX HOLDINGS OF DELAWARE, INC.
THE XXXXXXXX COMPANIES, INC.
AND
THE FIRST NATIONAL BANK OF CHICAGO
TRUSTEE
FOURTH SUPPLEMENTAL INDENTURE
DATED AS OF JULY 31, 1999
SUPPLEMENTING THE INDENTURE DATED AS OF
FEBRUARY 25, 1997, AS AMENDED
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FOURTH SUPPLEMENTAL INDENTURE
FOURTH SUPPLEMENTAL INDENTURE (the "Fourth Supplemental Indenture"),
dated as of July 31, 1999, by and among Xxxxxxxx Holdings of Delaware, Inc.
("WHD"), a Delaware corporation, The Xxxxxxxx Companies, Inc. ("TWC"), a
Delaware corporation, and The First National Bank of Chicago, a national
banking association, as Trustee (the "Trustee").
WITNESSETH:
WHEREAS, MAPCO Inc. and the Trustee entered into an Indenture dated as
of February 25, 1997, as amended by a Supplemental Indenture No. 1 dated March
5, 1997, a Supplemental Indenture No. 2 dated March 5, 1997, and a Third
Supplemental Indenture dated March 31, 1998 (the "Indenture"), pursuant to
which Indenture WHD has issued certain 7.25% Notes due 2009 and 7.70%
Debentures due 2027 (collectively, the "Notes"); and
WHEREAS, pursuant to an Agreement and Plan of Merger dated as of July
31, 1999, by and between WHD and TWC, WHD has been merged into TWC; and
WHEREAS, Section 8.1 of the Indenture permits the Trustee and WHD to
enter into indentures supplemental to evidence succession of another person to
WHD and the assumption by such successor of the covenants and obligations of
WHD under the Indenture.
NOW, THEREFORE, for and in consideration of the premises and the
mutual covenants contained herein and in the Indenture and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, WHD, TWC, and the Trustee hereby agree as follows:
Section 1. Definitions. Capitalized terms, which are used but not
defined herein, shall have the meanings ascribed to such terms in the Indenture.
Section 2. Assumption of Certain Obligations.
(a) TWC hereby expressly assumes (i) the due and punctual
payment of the principal of, premium, if any, on, interest on, and any
additional amounts payable under the Indenture in respect of, the Notes, and
(ii) the performance of all of the covenants provided for in the Indenture to be
performed or observed by WHD.
(b) WHD and the Trustee hereby acknowledge that TWC shall
succeed to, and be substituted for, and may exercise every right and power of,
WHD under the Indenture with the same effect as if TWC had been named therein.
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Section 3. Effect of Fourth Supplemental Indenture. From and after the
execution and delivery of this Fourth Supplemental Indenture, the Indenture
shall be deemed to be modified as herein provided, but except as modified
hereby, the Indenture shall continue in full force and effect. The Indenture as
modified hereby shall be read, taken, and construed as one and the same
instrument.
Section 4. Notice. Any notice or communication by the Trustee to TWC is
duly given if in writing and delivered in person or by express mail service to
the address set forth below:
The Xxxxxxxx Companies, Inc.
Xxx Xxxxxxxx Xxxxxx
Xxxxx, Xxxxxxxx 00000
Attention: Treasurer
Section 5. Governing Law. This Fourth Supplemental Indenture shall be
governed by and construed in accordance with the laws of the State of New York
(regardless of the laws that might otherwise govern under applicable principles
of conflicts of laws) as to all matters, including, without limitation, matters
of validity, construction, effect, performance, and remedies.
Section 6. Counterparts. This Fourth Supplemental Indenture may be
executed in any number of counterparts, each of which, when so executed and
delivered, shall be an original, but such counterparts shall together constitute
but one and the same instrument.
IN WITNESS WHEREOF, each of WHD, TWC, and the Trustee has caused this
Fourth Supplemental Indenture to be executed on its behalf by its duly
authorized officer and has caused its official seal to be impressed hereon and
attested by one of its duly authorized officers, all as of the day and year
first above written.
[SEAL] XXXXXXXX HOLDINGS OF DELAWARE, INC.
Attest
/s/ XXXXXX X. XXXXXX By: /s/ XXXXX X. XXXX
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Name: Xxxxxx X. Xxxxxx Name: Xxxxx X. Xxxx
Title: Secretary Title: Treasurer
[SEAL] THE XXXXXXXX COMPANIES, INC.
Attest
/s/ XXXXXX X. XXXXXX By: /s/ XXXXX X. XXXX
--------------------------- ---------------------------------
Name: Xxxxxx X. Xxxxxx Name: Xxxxx X. Xxxx
Title: Secretary Title: Treasurer
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[SEAL] THE FIRST NATIONAL BANK OF CHICAGO,
AS TRUSTEE
Attest
/s/ XXXXXX XXXXXX By: /s/ X. X. XXXXXX
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Name: Xxxxxx Xxxxxx Name: X. X. Xxxxxx
Title: Trust Officer Title: Vice President
