THIS SECOND SUPPLEMENTAL INDENTURE, dated as of March 25, 2020 (this Second Supplemental Indenture), among General Dynamics Corporation, a Delaware corporation (the Company), the Guarantors (as defined herein) and The Bank of New York Mellon, a New York banking corporation, as trustee (the Trustee) to the Indenture, dated as of March 22, 2018 (the Base Indenture), among the Company, the guarantors named therein and the Trustee.
WHEREAS, the Company, the Guarantors and the Trustee have heretofore executed and delivered the Base Indenture to provide for the issuance from time to time of Securities (as defined in the Base Indenture) of the Company, to be issued in one or more series;
WHEREAS, Section 9.01(5) of the Base Indenture provides, among other things, that the Company and the Trustee may enter into indentures supplemental to the Base Indenture for, among other things, the purpose of establishing the designation, form, terms and provisions of Securities of any series as provided by Articles 2 and 3 of the Base Indenture;
WHEREAS, the Company (i) desires the issuance of five new series of Securities to be known as its 3.250% Notes due 2025 (the 2025 Notes), 3.500% Notes due 2027 (the 2027 Notes), 3.625% Notes due 2030 (the 2030 Notes), 4.250% Notes due 2040 (the 2040 Notes) and 4.250% Notes due 2050 (the 2050 Notes and, together with the 2025 Notes, 2027 Notes, 2030 Notes and 2040 Notes, collectively, the Notes) and (ii) has requested the Trustee to enter into this Second Supplemental Indenture for the purpose of establishing the designation, form, terms and provisions of the Securities of each such series;
WHEREAS, all action on the part of the Company necessary to authorize the issuance of said Securities under the Base Indenture and this Second Supplemental Indenture has been duly taken;
WHEREAS, all acts and requirements necessary to make this Second Supplemental Indenture the legal, valid and binding obligation of the Company have been done.
NOW, THEREFORE, THIS SECOND SUPPLEMENTAL INDENTURE WITNESSETH:
That, in order to establish the designation, form, terms and provisions of, and to authorize the authentication and delivery of, said Securities, and in consideration of the acceptance of said Securities by the Holders thereof and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: