SECOND SUPPLEMENTAL INDENTURE
Exhibit 4.2
This Second Supplemental Indenture (this “Second Supplemental Indenture”), dated as of August 21, 2007, is made by and between The Yankee Candle Company, Inc., a Massachusetts corporation (the “Company”), those signatories listed below, as Guarantors, and HSBC Bank USA N.A., as trustee (the “Trustee”) under the Indenture (as defined below). Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
1. Amendment to Section 11.9. Section 11.9 of the Indenture is deleted in its entirety and replaced with the following:
“Each future Guarantor shall, within ten (10) days of becoming a Guarantor, execute and deliver to the Trustee a supplemental indenture and other agreements making such Guarantor a party to this Indenture.”
2. Governing Law. THE INTERNAL LAW OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPALS THEREOF, SHALL GOVERN AND BE USED TO CONSTRUE THIS AMENDMENT.
3. Counterparts. The parties may sign any number of copies of this Amendment. Each signed copy shall be an original, but all of them together represent the same agreement.
4. Effect of Headings. The headings in this Amendment have been inserted for convenience of reference only, are not to be considered a part of this Amendment and shall in no way modify or restrict any of the terms or provisions hereof.
5. Trustee. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Amendment or for or in respect of the recitals contained herein, all of which recitals are made solely by the Company.
6. Ratification. All Sections that are not amended by this Second Supplemental Indenture are hereby ratified confirmed and approved.
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YANKEE HOLDING CORP. | ||
By: |
/s/ Xxxxx X. Xxxxx | |
Name: |
Xxxxx X. Xxxxx | |
Title: |
Chief Executive Officer |
THE YANKEE CANDLE COMPANY, INC. | ||
By: |
/s/ Xxxxx X. Xxxxxx | |
Name: |
Xxxxx X. Xxxxxx | |
Title: |
Senior Vice President and General Counsel |
THE YANKEE CANDLE RESTAURANT CORP. | ||
By: |
/s/ Xxxxx X. Xxxxxx | |
Name: |
Xxxxx X. Xxxxxx | |
Title: |
Treasurer and Secretary |
AROMA NATURALS, INC. | ||
By: |
/s/ Xxxxxx Xxxxxx | |
Name: |
Xxxxxx Xxxxxx | |
Title: |
Treasurer and Secretary |
YANKEE CANDLE ADMIN, LLC | ||
By: |
/s/ Xxxxxx Xxxxxx | |
Name: |
Xxxxxx Xxxxxx | |
Title: |
President and Assistant Secretary |
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HSBC BANK USA N.A. | ||
By: |
/s/ Xxxxxxx X Xxxxxxxx, Xx. | |
Name: |
Xxxxxxx X. Xxxxxxxx, Xx. | |
Title: |
Vice President |
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