0000016918-04-000053 Sample Contracts

Contract
Supplemental Indenture • October 12th, 2004 • Constellation Brands, Inc. • Beverages

SUPPLEMENTAL INDENTURE NO. 4 (this "Supplement"), dated as of September 13, 2004, is entered into by and among CONSTELLATION BRANDS, INC., a Delaware corporation (the "Company"), CONSTELLATION TRADING COMPANY, INC., a New York corporation (the "New Guarantor"), and BNY MIDWEST TRUST COMPANY, as trustee (the "Trustee").

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Contract
Supplemental Indenture • October 12th, 2004 • Constellation Brands, Inc. • Beverages

SUPPLEMENTAL INDENTURE NO. 3 (this "Supplement"), dated as of July 8, 2004, is entered into by and among CONSTELLATION BRANDS, INC., a Delaware corporation (the "Company"), BRL HARDY INVESTMENTS (USA) INC., a Delaware corporation ("BRL Inv. US"), BRL HARDY (USA) INC., a Delaware corporation ("BRLUSA"), PACIFIC WINE PARTNERS LLC, a New York limited liability company ("PWP"), NOBILO HOLDINGS, a New Zealand unlimited liability company (together with BRL Inv. US, BRLUSA and PWP, collectively, the "New Guarantors"), and BNY MIDWEST TRUST COMPANY (successor trustee to Harris Trust and Savings Bank), as trustee (the "Trustee").

Contract
Supplemental Indenture • October 12th, 2004 • Constellation Brands, Inc. • Beverages

SUPPLEMENTAL INDENTURE NO. 9 (this "Supplement"), dated as of July 8, 2004, is entered into by and among CONSTELLATION BRANDS, INC., a Delaware corporation (the "Company"), BRL HARDY INVESTMENTS (USA) INC., a Delaware corporation ("BRL Inv. US"), BRL HARDY (USA) INC., a Delaware corporation ("BRLUSA"), PACIFIC WINE PARTNERS LLC, a New York limited liability company ("PWP"), NOBILO HOLDINGS, a New Zealand unlimited liability company (together with BRL Inv. US, BRLUSA and PWP, collectively, the "New Guarantors"), and BNY MIDWEST TRUST COMPANY (successor trustee to Harris Trust and Savings Bank and The Bank of New York, as applicable), as trustee (the "Trustee").

Contract
Supplemental Indenture • October 12th, 2004 • Constellation Brands, Inc. • Beverages

SUPPLEMENTAL INDENTURE NO. 10 (this "Supplement"), dated as of September 13, 2004, is entered into by and among CONSTELLATION BRANDS, INC., a Delaware corporation (the "Company"), CONSTELLATION TRADING COMPANY, INC., a New York corporation (the "New Guarantor"), and BNY MIDWEST TRUST COMPANY (successor trustee to Harris Trust and Savings Bank and The Bank of New York, as applicable), as trustee (the "Trustee").

GUARANTEE ASSUMPTION AGREEMENT
Guarantee Assumption Agreement • October 12th, 2004 • Constellation Brands, Inc. • Beverages

GUARANTEE ASSUMPTION AGREEMENT dated as of July 8, 2004, by BRL Hardy Investments (USA) Inc., a Delaware corporation ("BRL Inv. US"), BRL Hardy (USA) Inc., a Delaware corporation ("BRLUSA"), Pacific Wine Partners LLC, a New York limited liability company ("PWP"), and Nobilo Holdings, a New Zealand unlimited liability company (together with BRL Inv. US, BRLUSA and PWP, collectively, the "Additional Subsidiary Guarantors"), in favor of JPMorgan Chase Bank, as administrative agent for the lenders or other financial institutions or entities party as "Lenders" to the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the "Administrative Agent").

GUARANTEE ASSUMPTION AGREEMENT
Guarantee Assumption Agreement • October 12th, 2004 • Constellation Brands, Inc. • Beverages

GUARANTEE ASSUMPTION AGREEMENT dated as of September 13, 2004, by Constellation Trading Company, Inc., a New York corporation, the "Additional Subsidiary Guarantor"), in favor of JPMorgan Chase Bank, as administrative agent for the lenders or other financial institutions or entities party as "Lenders" to the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the "Administrative Agent").

THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 17, 2004 Between CONSTELLATION BRANDS, INC., The SUBSIDIARY GUARANTORS Party Hereto, The LENDERS Party Hereto JPMORGAN CHASE BANK, as Administrative Agent and as London Agent as Sole and...
Credit Agreement • October 12th, 2004 • Constellation Brands, Inc. • Beverages • New York

THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 17, 2004 between CONSTELLATION BRANDS, INC. (the "Borrower"), the SUBSIDIARY GUARANTORS party hereto, certain REVOLVING LENDERS party to the Existing Credit Agreement referred to below, the LENDERS referred to below as "New Tranche A Term Loan Lenders" and "New Tranche B Term Loan Lenders", JPMORGAN CHASE BANK, as Administrative Agent and J.P. MORGAN EUROPE LIMITED, as London Agent.

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