DIAMOND TRIUMPH AUTO GLASS, INC. as Issuer and SECOND SUPPLEMENTAL INDENTURE Dated as of October 7, 2005 to the INDENTURE Dated as of March 31, 1998 as supplemented by that FIRST SUPPLEMENTAL INDENTURE Dated as of August 11, 2005 91/4% Senior Notes...Diamond Triumph Auto Glass Inc • October 11th, 2005 • Services-automotive repair, services & parking
This SECOND SUPPLEMENTAL INDENTURE, dated as of October 7, 2005 (this “Second Supplemental Indenture”), to the Indenture (as defined below) is entered into by and between DIAMOND TRIUMPH AUTO GLASS, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company), as Trustee (the “Trustee”). Defined terms used herein and not otherwise defined herein shall have the meanings given in the Indenture.
AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF OCTOBER 7, 2005 by and among GREEN EQUITY INVESTORS II, L.P., KENNETH LEVINE and DIAMOND TRIUMPH AUTO GLASS, INC.Stockholders Agreement • October 11th, 2005 • Diamond Triumph Auto Glass Inc • Services-automotive repair, services & parking • Delaware
THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is entered into as of October 7, 2005, by and among Green Equity Investors II, L.P., a Delaware limited partnership (“GEI”), Kenneth Levine (the “Executive”), and Diamond Triumph Auto Glass, Inc., a Delaware corporation (the “Company”). Each of the parties to this Agreement (other than the Company) and any other individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof (a “Person”) who shall become a party to or agree to be bound by the terms of this Agreement after the date hereof, including any GEI Transferee or Executive Transferee, is sometimes hereinafter referred to as a “Stockholder.” Kenneth Levine, together with his Permitted Transferees (as defined in Section 2.2(a)), is sometimes hereinafter referred to as the “Executive Stockholders.” GEI, together with its
