THIS SECOND SUPPLEMENTAL INDENTURE, dated as of September 28, 2020 (this Second Supplemental Indenture), is between HollyFrontier Corporation, a Delaware corporation (the Company), and Wells Fargo Bank, National Association, a national banking association, as trustee (the Trustee).
WHEREAS, the Company has executed and delivered to the Trustee an Indenture, dated as of March 22, 2016 (the Base Indenture), providing for the issuance by the Company from time to time of its debentures, notes, or other evidences of indebtedness, in one or more series unlimited as to principal amount (the Securities); and
WHEREAS, the Base Indenture, as amended and supplemented from time to time, including without limitation pursuant to this Second Supplemental Indenture, shall be referred to herein as the Indenture; and
WHEREAS, the Company has duly authorized and desires to cause to be issued pursuant to the Indenture, two series of Securities to be designated as the 2.625% Senior Notes due 2023 (the 2023 Notes) and the 4.500% Senior Notes due 2030 (the 2030 Notes and, together with the 2023 Notes, the Notes), each having terms as set forth in this Second Supplemental Indenture; and
WHEREAS, the Company desires to cause the issuance of each series of the Notes pursuant to Sections 3.01 and 3.03 of the Base Indenture, which sections permit the execution of indentures supplemental thereto to establish the form and terms of Securities of any series; and
WHEREAS, the Company has requested that the Trustee join in the execution of this Second Supplemental Indenture to establish the form and terms of each series of the Notes; and
WHEREAS, all things necessary have been done to make the Notes, when issued and executed by the Company and authenticated and delivered under the Indenture, the valid obligations of the Company, and to make this Second Supplemental Indenture a valid agreement of the Company, enforceable in accordance with the terms hereof;
NOW, THEREFORE, the Company and the Trustee hereby agree that the following provisions shall amend and supplement the Base Indenture, but only in relation to each applicable series of the Notes, and not to any other series of Securities that are or may be outstanding under the Base Indenture:
Section 1.1 Form.
The 2023 Notes and the related Trustees certificate of authentication shall be substantially in the respective forms thereof set forth in Exhibit A-1 to this Second Supplemental Indenture, and the 2030 Notes and the related Trustees certificate of authentication shall be substantially in the respective forms thereof set forth in Exhibit A-2 to this Second Supplemental Indenture, in each