SEVENTH SUPPLEMENTAL INDENTURE dated as of May 3, 2019 (this Seventh Supplemental Indenture) among Boardwalk Pipelines, LP, a Delaware limited partnership (the Partnership or the Issuer), Boardwalk Pipeline Partners, LP, a Delaware limited partnership (together with its successors, the Guarantor), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the Trustee).
W I T N E S S E T H:
WHEREAS, the Issuer and the Guarantor have heretofore entered into an Indenture, dated as of August 21, 2009 (the Original Indenture), with The Bank of New York Mellon Trust Company, N.A., as trustee;
WHEREAS, pursuant to Section 9.01(k) of the Original Indenture, the Issuer proposes to supplement the Original Indenture to establish the form and terms of a new series of Debt Securities pursuant to this Seventh Supplemental Indenture as permitted by Sections 2.01 and 2.03 of the Original Indenture;
WHEREAS, the Original Indenture, as supplemented pursuant to this Seventh Supplemental Indenture, is herein called the Indenture;
WHEREAS, the Issuer proposes that its obligations under such new series of Debt Securities and under the Indenture to the extent applicable to such new series of Debt Securities be guaranteed by the Guarantor in accordance with the provisions of the Indenture (including without limitation Article XIV of the Original Indenture and the provisions of this Seventh Supplemental Indenture); and
WHEREAS, all conditions necessary to authorize the execution and delivery of this Seventh Supplemental Indenture and to make it a valid and binding obligation of the Issuer and the Guarantor have been done or performed;
NOW, THEREFORE, in consideration of the agreements and obligations set forth herein and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:
ESTABLISHMENT OF NEW SERIES
Section 1.01 Establishment of New Series. There is hereby established a new series of Debt Securities to be issued under the Indenture, designated as the Issuers 4.80% Senior Notes due 2029 (the Notes).
(a) There are to be authenticated and delivered $500,000,000 principal amount of Notes on the Issue Date, and from time to time thereafter there may be authenticated and delivered an unlimited principal amount of Additional Notes.
(b) The Notes shall be issued initially in the form of one or more Global Securities in substantially the form attached as Exhibit A hereto. The Depositary with respect to the Notes shall be The Depository Trust Company.