FIRST SUPPLEMENTAL INDENTURE
FIRST SUPPLEMENTAL INDENTURE (this First Supplemental Indenture), dated as of September 29, 2020, between Kemper Corporation, a Delaware corporation, and U.S. Bank National Association, as Trustee (the Trustee).
RECITALS OF THE COMPANY
WHEREAS, the Company and the Trustee executed and delivered an Indenture, dated as of September 29, 2020 (the Base Indenture, as supplemented by this First Supplemental Indenture, the Indenture), to provide for the issuance by the Company from time to time of Securities to be issued in one or more series as provided in the Base Indenture;
WHEREAS, Section 14.01 of the Base Indenture provides, among other things, that the Company and the Trustee may enter into indentures supplemental to the Base Indenture, without the consent of any Holders of Securities, to establish the form and terms of Securities of any series as permitted in Section 3.01 of the Base Indenture;
WHEREAS, the Company desires to execute this First Supplemental Indenture to establish the form and terms of, and provide for the issuance, of a series of its debt securities (which shall be a series of Securities as referred to in Section 3.01 of the Base Indenture) designated as its 2.400% Senior Notes due 2030 (the Notes), in an initial aggregate principal amount of $400,000,000;
WHEREAS, the Company has requested that the Trustee execute and deliver this First Supplemental Indenture;
WHEREAS, all things necessary have been done by the Company to make this First Supplemental Indenture, when executed and delivered by the Company, a valid supplement to the Base Indenture; and
WHEREAS, all things necessary have been done by the Company to make the Notes, when executed by the Company and authenticated and delivered in accordance with the provisions of the Indenture, the valid obligations of the Company.
NOW, THEREFORE, in consideration of the premises stated herein and the purchase of the Notes by the Holders thereof, the Company and the Trustee mutually covenant and agree for the equal and proportionate benefit of the respective Holders from time to time of the Notes as follows:
APPLICATION OF SUPPLEMENTAL INDENTURE
Section 1.1. Application of First Supplemental Indenture. Notwithstanding any other provision of this First Supplemental Indenture, all provisions of this First