First Supplemental Indenture 7% Notes due 2013

Contract Categories: Business Finance - Indenture Agreements
EX-4.8.1 17 dex481.htm FIRST SUPPLEMENTAL INDENTURE 7% NOTES First Supplemental Indenture 7% Notes

Exhibit 4.8.1

First Supplemental Indenture

7% Notes due 2013

Dated as of May 20 2004

This is a First Supplemental Indenture (this “Supplemental Indenture”) among Saks Incorporated, a Tennessee corporation (the “Company”); the Subsidiary Guarantors that are signatories hereto, as Guarantors; The Bank of New York, as Trustee (the “Trustee”); NorthPark Fixtures, Inc., a Delaware corporation, Saks Wholesalers, Inc., an Alabama corporation, and Tex SFA, Inc., a New York corporation (together, the “New Guarantors”).

Preliminary Statements

A. In accordance with Section 9.01 of the Indenture dated as of December 8, 2003 among the Company, the Subsidiary Guarantors named therein, and the Trustee, relating to the 7% Notes due 2013 of the Company, the Trustee, the Company, and the Guarantors (as defined in the Indenture) have agreed to amend the Indenture as of the date hereof to provide for the addition of additional Guarantors pursuant to the requirements of Section 10.15 of the Indenture.

B. All things necessary to make this Supplemental Indenture a valid supplement to the Indenture according to its terms have been done.

Terms and Conditions

The parties to this Supplemental Indenture agree as follows:

SECTION 1. Certain Terms Defined in the Indenture. All capitalized terms used herein without definition herein shall have the meanings ascribed thereto in the Indenture.

SECTION 2. Addition of New Guarantors. In accordance with Section 10.15 of the Indenture, the Indenture is hereby supplemented as permitted by Section 9.01(e) of the Indenture by adding each New Guarantor as a “Guarantor” thereunder. Accordingly, by its execution of this Supplemental Indenture, the New Guarantors acknowledge and agree that they are “Guarantors” under the Indenture and are bound by and subject to all of the terms of the Indenture applicable to Guarantors, including without limitation, the applicable provisions of Article Twelve of the Indenture.

SECTION 3. Governing Law. This Supplemental Indenture shall be governed by the laws of the State of New York.

SECTION 4. Counterparts. This Supplemental Indenture may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.


SECTION 5. Severability. In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

SECTION 6. Ratification. Except as expressly amended hereby, each provision of the Indenture shall remain in full force and effect and, as amended hereby, the Indenture is in all respects agreed to, ratified and confirmed by each of the parties hereto.

 

Saks Incorporated
By:   /s/ Charles J. Hansen
  Charles J. Hansen, Executive Vice President

 

Attest:   /s/ George W. Carlis
 

George W. Carlis, Senior Vice President

and Assistant Secretary

 

The Bank Of New York, as Trustee
By:    
Title:   Vice President

 

Attest:    
Title:   Assistant Vice President

[signatures continued on next page]


[Signature Page to First Supplemental Indenture]

 

Carson Pirie Holdings, Inc.
Herberger’s Department Stores, LLC
Jackson Leasing, LLC
McRae’s, Inc.
McRae’s of Alabama, Inc.
McRae’s Stores Partnership
    By:   McRae’s, Inc., Managing General Partner
McRae’s Stores Services, Inc.
McRIL, LLC
New York City Saks, LLC
NorthPark Fixtures, Inc.
Parisian, Inc.

PMIN General Partnership, a Virginia

    general partnership

    By:   Parisian, Inc., Managing Partner

Saks Direct, Inc. (formerly SFA Folio

    Collections, Inc.)

Saks Distribution Centers, Inc.
Saks Fifth Avenue, Inc.
Saks Fifth Avenue Distribution Company
Saks Fifth Avenue Of Texas, Inc.
Saks Fifth Avenue Texas, L.P.
Saks Holdings, Inc.
Saks Wholesalers, Inc.
SCCA Store Holdings, Inc.
SCIL, LLC
SCIL Store Holdings, Inc.

SFAILA,LLC

Tex SFA, Inc.

By:   /s/ Charles J. Hansen
  Charles J. Hansen, Executive Vice President and Secretary

 

Attest:   /s/ George W. Carlis
 

George W. Carlis, Senior Vice President

and Assistant Secretary


[Signature Page to First Supplemental Indenture]

 

Merchandise Credit, LLC

Saks & Company

By:   /s/ Charles J. Hansen
 

Charles J. Hansen, Senior Vice President
and Secretary

 

Attest:   /s/ Scott A. Honnold
 

Scott A. Honnold, Senior Vice President
and Assistant Secretary

 

SCCA, LLC
By:   /s/ Charles J. Hansen
 

Charles J. Hansen, President and Assistant Secretary

 

Attest:   /s/ Scott A. Honnold
 

Scott A. Honnold, Senior Vice President
and Assistant Secretary