Exhibit 4.8
SECOND SUPPLEMENTAL INDENTURE
This SECOND SUPPLEMENTAL INDENTURE, dated as of May 31, 2002 (the "Second
Supplemental Indenture"), is entered into by and between Telephone and Data
Systems, Inc., a corporation duly organized and existing under the laws of the
State of Delaware (the "Company"), and BNY Midwest Trust Company, an Illinois
trust company, as trustee (the "Trustee").
WITNESSETH:
WHEREAS, the Company and the Trustee are parties to an Indenture, dated as
of November 1, 2001 (as it may be amended or supplemented from time to time, the
"Indenture"), relating to the issuance from time to time by the Company of its
Securities on terms to be specified at the time of issuance;
WHEREAS, pursuant to Section 9.01 of the Indenture, the Company and the
Trustee entered into a First Supplemental Indenture, dated as of November 28,
2001 (the "First Supplemental Indenture"), relating to the issuance by the
Company of a series of Securities designated as 7.6% Series A Notes due 2041
(the "Notes");
WHEREAS, Section 9.01(c) of the Indenture provides that a supplemental
indenture may be entered into by the Company and the Trustee, without the
consent of any holders of Securities, to correct any ambiguity or to correct or
supplement any provision contained therein or in any supplemental indenture
which may be defective or inconsistent with any other provision contained
therein or in any supplemental indenture; and
WHEREAS, all things necessary to make this Second Supplemental Indenture a
valid agreement of the Company, the Company and the Trustee and a valid
amendment of and supplement to the Indenture have been done.
NOW, THEREFORE, THIS SECOND SUPPLEMENTAL INDENTURE WITNESSETH:
For and in consideration of the premises, it is mutually covenanted and
agreed, for equal and proportionate benefit of all Holders of Notes, as follows:
SECTION 1. Relation to Indenture. This Supplemental Indenture constitutes
an integral part of the Indenture and all capitalized terms used but not
otherwise defined herein shall have the meanings set forth in the Indenture.
SECTION 2. Corrections. The First Supplemental Indenture is hereby amended
to make the following corrections:
(a) The phrase "the aggregate principal amount of all such Secured Debt,
together with the principal amount of all such
Secured Debt, together with the aggregate amount of Capitalized Rent
in respect of Sale and Leaseback Transactions described in clauses (a)
to (f), inclusive, of Section 3.2" in the first sentence of Section
3.1 of the First Supplemental Indenture is hereby deleted and replaced
with the following:
"the aggregate principal amount of all Secured Debt, together with the
aggregate amount of Capitalized Rent in respect of Sale and Leaseback
Transactions (other than Sale and Leaseback Transactions described in
clauses (a) to (f), inclusive, of Section 3.2)"
(b) The reference to "TDS" in Section 3.1(j) is hereby deleted and replaced
with the words "the Company".
(c) The phrase "(other than Secured Debt described in clauses (a) to (l),
inclusive, of Section 3.1" in the first sentence of Section 3.2 is hereby
amended to add a closing parenthetical ")" to the end of such phrase.
(d) The reference to "party" in Section 3.2(a) is hereby deleted and
replaced with the word "part".
SECTION 3. Ratification. The First Supplemental Indenture, as supplemented
and amended by this Second Supplemental Indenture, is in all respects hereby
adopted, ratified and confirmed
SECTION 4. Governing Law. This Second Supplemental Indenture shall be
governed by, and construed and enforced in accordance with, the laws of the
jurisdiction which govern the Indenture and its construction.
SECTION 5. Counterparts and Method of Execution. This Second Supplemental
Indenture may be executed in several counterparts, all of which together shall
constitute one agreement binding on all parties hereto, notwithstanding that all
parties have not signed the same counterpart.
SECTION 6. Trustee. The Trustee makes no representations as to the
legality, sufficiency or validity of this Second Supplemental Indenture and the
recitals herein are made solely by the Company.
IN WITNESS WHEREOF, the Parties hereto have caused this Second Supplemental
Indenture to be duly executed as of the day and year first above written.
TELEPHONE AND DATA SYSTEMS, INC.,
a Delaware corporation
By: /s/ XxXxx X. Xxxxxxx, Xx.
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Name: XxXxx X. Xxxxxxx, Xx.
Title: President and Chief Executive Officer
By: /s/ Xxxxxx X. Xxxxxx
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Name: Xxxxxx X. Xxxxxx
Title: Executive Vice President and Chief Financial Officer
BNY MIDWEST TRUST COMPANY,
Trustee, an Illinois Trust Company
By: /s/ Xxxx Xxxxxxxx
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Name: Xxxx Xxxxxxxx
Title: Assistant Vice President
