0001193125-13-483074 Sample Contracts

Contract
First Supplemental Indenture • December 23rd, 2013 • Stewart Enterprises Inc • Services-personal services • New York

This FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2013 (the “Effective Date”), is made by and among STEWART ENTERPRISES, INC., a Louisiana corporation (the “Company”), the Guarantors, and U.S. BANK NATIONAL ASSOCIATION, as Trustee (the “Trustee”), under the Indenture referred to herein. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Indenture referred to below.

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SECOND SUPPLEMENTAL INDENTURE
Supplemental Indenture • December 23rd, 2013 • Stewart Enterprises Inc • Services-personal services • New York

Supplemental Indenture (this “Supplemental Indenture”), dated as of December 23, 2013, among Service Corporation International, a Texas corporation, (the “Parent”), the parent of Stewart Enterprises, Inc. (or its permitted successor), a Louisiana corporation (the “Company”), the Company, the Guarantors and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).

GUARANTEE AGREEMENT
Guarantee Agreement • December 23rd, 2013 • Stewart Enterprises Inc • Services-personal services • Texas

THIS GUARANTEE AGREEMENT (this “Guarantee”) dated as of December 23, 2013, made by each of the undersigned Subsidiaries of the Borrower (as defined below) and such other Subsidiaries of the Borrower which hereafter become parties to this Guarantee (each, a “Guarantor,” and collectively, the “Guarantors”), in favor of JPMorgan Chase Bank, N.A. as Administrative Agent (the “Agent”) for the benefit of the Lenders pursuant to that certain Credit Agreement dated as of July 2, 2013 (as the same may have been and may hereafter be amended, supplemented and restated, the “Credit Agreement”), by and among the Borrower, the Agent and the Lenders.

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