First Supplemental Indenture
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of October 26, 2016 (this Supplemental Indenture), is by and among Leslies Poolmart, Inc., a Delaware corporation (the Issuer), Leslies Holdings, Inc., a Delaware corporation (Holdings), the other guarantors party hereto (the Guarantors), and U.S. Bank National Association, as trustee (the Trustee).
W I T N E S S E T H
WHEREAS, the Issuer, Leslies Holdings, Inc., a Delaware corporation, the other guarantors from time to time party thereto and the Trustee are parties to an indenture dated as of August 16, 2016 (the Indenture), providing for the issuance of the Issuers Senior Unsecured Floating Rate Notes due 2024 (the Notes);
WHEREAS, Section 9.2 (Amendments With Consent of Holders) of the Indenture provides that the Indenture and the Notes may be amended or supplemented with the consent of the Required Holders, which consent has been obtained with respect to this Supplemental Indenture; and
WHEREAS, pursuant to Section 9.2 (Amendments With Consent of Holders) of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Issuer, Holdings, Guarantors and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders as follows:
1. Capitalized Terms. Capitalized terms used herein without definition will have the meanings assigned to them in the Indenture.
2. Amendments to Indenture.
(a) Section 3.4(b)(xx) of the Indenture is hereby amended to replace clause (27) therein with clause (28).
(b) Section 6(a) of Exhibit A to the Indenture is hereby amended to replace August 16, 2018 therein with August 16, 2019.
3. Amendments to Notes. Section 6(a) of the outstanding Note designated as Note No. A-1 is hereby amended to replace August 16, 2018 with August 16, 2019.
4. Ratification of Indenture; Supplemental Indenture Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof will remain in full force and effect. This Supplemental Indenture will form a part of the Indenture for all purposes, and every Holder heretofore or hereafter authenticated and delivered will be bound hereby.