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First Supplemental Indenture
First Supplemental Indenture (48K)
Doc #980931: Click preview link for longer preview.
ENDURANCE SPECIALTY HOLDINGS LTD.
AND
THE BANK OF NEW YORK
TRUSTEE
FIRST SUPPLEMENTAL INDENTURE
Dated as of July 15, 2004
$250,000,000
7% Senior Notes
Due 2034
TABLE OF CONTENTS
Page
ARTICLE I 7% SENIOR NOTES DUE 2034
1
Section 1.01
Establishment
1
Section 1.02
Definitions
2
Section 1.03
Payment . . .
980931
|
 ING Financial
As referenced in this First Supplemental Indenture:
ING Financial
Markets LLC – 148; means
July 15, 2034.
“Underwriters” means
J.P. Morgan Securities Inc., Barclays Capital Inc., Banc of America Securities
LLC, BNY Capital Markets, Inc., Deutsche Bank Securities Inc., ING Financial
Markets LLC , Wachovia Capital Markets, LLC, Comerica Securities Inc. and
Calyon Securities (USA) Inc.
“Underwriting Agreement” means
the Underwriting Agreement, dated as of July 8, 2004, between the Company
_____________
dt 1502512
;
ESH
As referenced in this First Supplemental Indenture:
ENDURANCE SPECIALTY HOLDINGS LTD – Endurance Specialty Holdings Ltd
EX-4.2
4
b333088ex_4-2.htm
FIRST SUPPLEMENTAL INDENTURE
Prepared and filed by St Ives Burrups
EXHIBIT 4.2
ENDURANCE SPECIALTY HOLDINGS LTD .
AND
THE BANK OF NEW YORK
TRUSTEE
FIRST SUPPLEMENTAL INDENTURE
Dated as of July 15, 2004
$250,000,000
7% Senior Notes
Due 2034
TABLE OF CONTENTS
Page
ARTICLE
_____________
ENDURANCE SPECIALTY HOLDINGS LTD – Global Note
A-1
Exhibit B
Form of Certificate of Authentication
B-1
THIS
FIRST SUPPLEMENTAL INDENTURE is made as of the 15th day of July,
2004, by and between ENDURANCE SPECIALTY HOLDINGS LTD ., an exempted company
incorporated in Bermuda as a holding company (the “Company”), and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “
_____________
ENDURANCE SPECIALTY HOLDINGS,
LTD – each party hereto has caused this instrument to be signed
in its name and behalf by its duly authorized officers, all as of the day
and year first above written.
ENDURANCE SPECIALTY HOLDINGS,
LTD .
as Issuer
By: /s/ John V. Del Col
Name: John V. Del Col
Title: General Counsel and Secretary
THE BANK OF NEW YORK.
as Trustee
By: /s/ Stacey B.
_____________
ENDURANCE SPECIALTY HOLDINGS LTD – INDENTURE TO THE ORIGINAL INDENTURE HEREINAFTER REFERRED TO. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”), A NEW YORK CORPORATION, TO ENDURANCE SPECIALTY HOLDINGS LTD . OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS
_____________
ENDURANCE SPECIALTY HOLDINGS LTD – DEPOSITARY OR BY THE DEPOSITARY OR ANY
SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
A-1
No. ____
CUSIP No. 29267HAA7
ISIN
No. US29267HAA77
ENDURANCE SPECIALTY HOLDINGS LTD .
7% Senior Notes
Due July 15, 2034
Principal Amount:
$250,000,000
Regular Record Date:
with respect to each Interest Payment Date, the close of business on the preceding
_____________
dt 1528938
;
BofA Securities
As referenced in this First Supplemental Indenture:
Banc of America Securities
LLC – January 1 or July 1, as the case may be.
“Stated Maturity” means
July 15, 2034.
“Underwriters” means
J.P. Morgan Securities Inc., Barclays Capital Inc., Banc of America Securities
LLC , BNY Capital Markets, Inc., Deutsche Bank Securities Inc., ING Financial
Markets LLC, Wachovia Capital Markets, LLC, Comerica Securities Inc. and
Calyon Securities (USA) Inc.
“Underwriting Agreement” means
_____________
dt 1355935
;
|
BNY
As referenced in this First Supplemental Indenture:
BANK OF NEW YORK
– Endurance Specialty Holdings Ltd
EX-4.2
4
b333088ex_4-2.htm
FIRST SUPPLEMENTAL INDENTURE
Prepared and filed by St Ives Burrups
EXHIBIT 4.2
ENDURANCE SPECIALTY HOLDINGS LTD.
AND
THE BANK OF NEW YORK
TRUSTEE
FIRST SUPPLEMENTAL INDENTURE
Dated as of July 15, 2004
$250,000,000
7% Senior Notes
Due 2034
TABLE OF CONTENTS
Page
ARTICLE I 7% SENIOR NOTES DUE 2034
1
_____________
BANK OF NEW YORK, – of the 15th day of July,
2004, by and between ENDURANCE SPECIALTY HOLDINGS LTD., an exempted company
incorporated in Bermuda as a holding company (the “Company”), and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”):
WHEREAS, the Company has heretofore entered into a Senior Indenture, dated as of July 15, 2004 (the “
_____________
BANK OF NEW YORK. – the day
and year first above written.
ENDURANCE SPECIALTY HOLDINGS,
LTD.
as Issuer
By: /s/ John V. Del Col
Name: John V. Del Col
Title: General Counsel and Secretary
THE BANK OF NEW YORK.
as Trustee
By: /s/ Stacey B. Poindexter
Name: Stacey B. Poindexter
Title: Assistant Vice President
7
EXHIBIT A
Form of 7% Senior Note due July 15, 2034
THIS NOTE
_____________
Bank of New York, – First Supplemental Indenture, dated as of July 15, 2004 (the “First Supplemental Indenture,” and together with the Original Indenture, the “Indenture”), between the Company and The Bank of New York, as Trustee (the “Trustee,” which term includes any successor trustee under the Indenture), to which Indenture and all indentures incidental thereto reference is hereby made for a
_____________
BANK OF NEW YORK
– enlargement, or any change whatever.
A-8
EXHIBIT B
CERTIFICATE OF AUTHENTICATION
This
is one of the 7% Senior Notes due 2034 referred to in the within-mentioned
Indenture.
THE BANK OF NEW YORK
as Trustee
By:_________________________
Authorized
Signatory
B-1
_____________
dt 1585532
;
Barclays Capital
As referenced in this First Supplemental Indenture:
Barclays Capital Inc – on the
preceding January 1 or July 1, as the case may be.
“Stated Maturity” means
July 15, 2034.
“Underwriters” means
J.P. Morgan Securities Inc., Barclays Capital Inc ., Banc of America Securities
LLC, BNY Capital Markets, Inc., Deutsche Bank Securities Inc., ING Financial
Markets LLC, Wachovia Capital Markets, LLC, Comerica Securities Inc. and
Calyon Securities (USA) Inc.
&#
_____________
Barclays Capital Inc – Inc. and
Calyon Securities (USA) Inc.
“Underwriting Agreement” means
the Underwriting Agreement, dated as of July 8, 2004, between the Company
and J.P. Morgan Securities Inc. and Barclays Capital Inc ., as representatives
of the Underwriters.
Section 1.03 Payment of Principal and Interest. The principal of the Senior Notes shall be due at Stated Maturity. The unpaid principal amount
_____________
Barclays Capital
Inc – corporate debt securities of comparable maturity to the remaining term of
the Senior Notes.
“Independent Investment Banker” means
either J.P. Morgan Securities Inc. and its successors or Barclays Capital
Inc . and its successors or, if either of such firms is unwilling or unable
to select the Comparable Treasury Issue, an independent investment banking
institution of national standing appointed by
_____________
Barclays Capital Inc – Trustee obtains fewer than five such Reference Treasury Dealer
Quotations, the average of all such quotations.
“Reference Treasury Dealer” means each of J.P. Morgan Securities Inc. and Barclays Capital Inc . and their respective successors and three other primary U.S. government securities dealers (each a “Primary Treasury Dealer”),
as specified by the Company; provided that (1) if
_____________
Barclays Capital Inc – primary U.S. government securities dealers (each a “Primary Treasury Dealer”),
as specified by the Company; provided that (1) if any of J.P. Morgan Securities
Inc. and Barclays Capital Inc . and their respective successors or any Primary
Treasury Dealer as specified by the Company shall cease to be a Primary Treasury
Dealer, the Company will substitute therefor another Primary
_____________
dt 1544679
;
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First Supplemental Indenture
First Supplemental Indenture (117K)
Doc #1319247: Click preview link for longer preview.
FIRST SUPPLEMENTAL INDENTURE
between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
. . .
1319247
|
ING Financial
As referenced in this First Supplemental Indenture:
ING Financial Markets LLC – Company desires to appoint The Bank of New York, through its New York and London
branches, to act as Paying Agent with respect to the ING Perpetual Debt
Securities and ING Financial Markets LLC as Calculation Agent with respect to
the ING Perpetual Debt Securities;
<PAGE>
WHEREAS, the ING Perpetual Debt Securities shall be treated as a
separate series of Securities
_____________
ING Financial Markets LLC – 2002, between the Company, the Trustee and the Calculation
Agent, relating to the ING Perpetual Debt Securities, as the same may be amended
from time to time.
"CALCULATION AGENT" means ING Financial Markets LLC , as calculation
agent in relation to the ING Perpetual Debt Securities, or its successor or
successors for the time being appointed under the Calculation Agency Agreement.
"DEFERRAL INTEREST RATE"
_____________
dt 1502523
;
ING Groep
As referenced in this First Supplemental Indenture:
ING GROEP N. – 2.2
<SEQUENCE>5
<FILENAME>u47294exv2w2.txt
<DESCRIPTION>EXHIBIT 2.2
<TEXT>
<PAGE>
EXHIBIT 2.2
----------------------------
FIRST SUPPLEMENTAL INDENTURE
between
ING GROEP N. V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
and
THE
_____________
ING GROEP N. – 2
----------------------------
FIRST SUPPLEMENTAL INDENTURE
between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
to the Subordinated Indenture between
ING GROEP N. V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
$750,000,000 principal amount of 7.05% ING Perpetual Debt Securities
----------------------------
<
_____________
ING Groep N. – A Form of ING Perpetual Debt Securities.......................................... A-1
</TABLE>
iii
<PAGE>
FIRST SUPPLEMENTAL INDENTURE dated as of July 18, 2002 (the "FIRST
SUPPLEMENTAL INDENTURE") between ING Groep N. V., a company incorporated in The
Netherlands (the "COMPANY"), having its statutory seat in Amsterdam and its
principal office at Strawinskylaan 2631, 1077 ZZ Amsterdam, P.O. Box 810, 1000
_____________
ING GROEP N. – Indenture.
37
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this First
Supplemental Indenture to be duly executed as of the day and year first above
written.
ING GROEP N. V.
as Issuer
By: /s/ J.D. WOLVIUS
---------------------------------------
Name: J.D. Wolvius
Title: Head of Capital Management
By: /s/ DON TAGGART
---------------------------------------
Name: Don Taggart
Title: Authorized Signatory
THE BANK OF
_____________
ING Groep N. – same, agrees to and shall be bound by such provisions. The
terms of this paragraph are governed by, and shall be construed in accordance
with, the laws of The Netherlands.
ING Groep N. V.
7.05% ING PERPETUAL DEBT SECURITIES (THE "SECURITIES")
No. 1
CUSIP No.: 456837 20 2 $500,000,000
ISIN No.: US4568372027
COMMON CODE: 015168706
ING Groep N.V., a
_____________
dt 1424774
;
|
BNY
As referenced in this First Supplemental Indenture:
BANK OF NEW YORK, – gt;u47294exv2w2.txt
<DESCRIPTION>EXHIBIT 2.2
<TEXT>
<PAGE>
EXHIBIT 2.2
----------------------------
FIRST SUPPLEMENTAL INDENTURE
between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as
_____________
BANK OF NEW YORK, – V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
$750,000,000 principal amount of 7.05% ING Perpetual Debt Securities
----------------------------
<PAGE>
<TABLE>
<S> &
_____________
Bank of New York, – Netherlands (the "COMPANY"), having its statutory seat in Amsterdam and its
principal office at Strawinskylaan 2631, 1077 ZZ Amsterdam, P.O. Box 810, 1000
AV Amsterdam, The Netherlands, and The Bank of New York, a New York banking
corporation having its Corporate Trust Office at 101 Barclay Street, New York,
New York, 10286, as trustee (the "TRUSTEE") to the Subordinated Indenture dated
as
_____________
Bank of New
York, – 2002 between the Company and the Trustee, as from time to time
supplemented or amended (the "SUBORDINATED INDENTURE" and together with this
First Supplemental Indenture, the "INDENTURE"). In addition, The Bank of New
York, through its New York and London branches, has agreed to act as Paying
Agent hereunder.
WHEREAS, the Company and the Trustee executed and delivered the
Subordinated Indenture to provide
_____________
Bank of New York, – set forth as provided in the Subordinated Indenture as supplemented by
this First Supplemental Indenture;
WHEREAS, pursuant to Section 301 of the Subordinated Indenture, the
Company desires to appoint The Bank of New York, through its New York and London
branches, to act as Paying Agent with respect to the ING Perpetual Debt
Securities and ING Financial Markets LLC as Calculation Agent with
_____________
dt 1587336
|
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First Supplemental Indenture
First Supplemental Indenture (281K)
Doc #1623935: Click preview link for longer preview.
<DESCRIPTION>FIRST SUPPLEMENTAL INDENTURE
<TEXT>
<PAGE>
EXECUTION VERSION
MIDAMERICAN ENERGY HOLDINGS COMPANY
and
THE BANK OF NEW YORK,
as Trustee
4.625% Senior Notes due 2007
5.875% Senior Notes due 2012
. . .
1623935
|
ING Financial
As referenced in this First Supplemental Indenture:
ING
Financial Markets LLC – Initial Purchasers" means Credit Suisse First Boston Corporation, Banc
One Capital Markets, Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC , Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights Agreement" means the Registration Rights
Agreement, dated
_____________
dt 1502538
;
Mizuho Int'l
As referenced in this First Supplemental Indenture:
Mizuho International plc, – Suisse First Boston Corporation, Banc
One Capital Markets, Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights Agreement" means the Registration Rights
Agreement, dated as of October
_____________
dt 1323845
;
|
Royal Bank
As referenced in this First Supplemental Indenture:
Royal Bank of Scotland plc – Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights Agreement" means the Registration Rights
Agreement, dated as of October 1, 2002, among the Company and the Initial
Purchasers.
ARTICLE II.
_____________
dt 1500581
;
Banc One Capital
As referenced in this First Supplemental Indenture:
Banc
One Capital Markets, Inc – and B-3, respectively, with respect to the 5.875%
Senior Notes due 2012, in each case, to this First Supplemental Indenture.
"Initial Purchasers" means Credit Suisse First Boston Corporation, Banc
One Capital Markets, Inc ., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
_____________
dt 1395439
;
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| 2003 |
Note Purchase and Placement Agency Agreement
Note Purchase and Placement Agency Agreement (72K)
Doc #113040: Click preview link for longer preview.
NOTE PURCHASE AND PLACEMENT AGENCY AGREEMENT
March 27, 2003
Merrill Lynch, Pierce, Fenner & Smith Incorporated
As Representative of the Investment Banks (as defined herein)
Four World Financial Center, 10th Floor
New York, New York 10080
Ladies and Gentlemen:
Section 1. INTRODUCTORY. HPSC Gloucester Funding 2003-1 LLC I
("LLC I") and HPSC Gloucester Funding 2003-1 LLC II ("LLC II" and together with
LLC I, the "ISSUERS"), each, a Delaware limited liability company, propose,
subject to the terms and conditions stated herein, to (i) issue and sell to
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MERRILL LYNCH") and ING
Financial Markets LLC ("ING" and together with Merrill Lynch, the "INVESTMENT
BANKS"), as purchaser their Asset Backed Notes, Series 2003-1, Class A-1, Class
A-2, Class B, Class C and Class D Notes (collectively, the "SALE NOTES") and
(ii) to issue and engage Merrill Lynch and ING as placement agents to use their
best efforts to place the Class E Notes and the Class F Notes (the "BEST EFFORTS
NOTES" and together with the Sale Notes, the "NOTES"), all in the Initial Note
Principal Balances set forth in EXHIBIT A and EXHIBIT B attached hereto. The
Notes are to be issued pursuant to an indenture, dated as of March 31, 2002 (the
"INDENTURE"), by and among the Issuers, HPSC, Inc. ("HPSC"), as Originator and
as Servicer (in such capacities, the "ORIGINATOR" and the "SERVICER",
respectively), and BNY Midwest Trust Company, as indenture trustee (the
"INDENTURE TRUSTEE"). HPSC, the Issuers and their respective affiliates are each
referred to herein as an "HPSC ENTITY" and collectively as the "HPSC ENTITIES".
The Securities Act of 1933, as amended, is herein referred to as the "SECURITIES
ACT". Capitalized terms used herein but not otherwise defined shall have the
meanings set forth in Appendix A to the Indenture.
Section 2. REPRESENTATIONS AND WARRANTIES OF THE ISSUERS AND HPSC.
HPSC and the Issuers jointly and severally represent and warrant to the
Investment Banks, as of the Closing Date, that:
113040
|
ING Financial
As referenced in this Note Purchase and Placement Agency Agreement:
ING
Financial Markets LLC – subject to the terms and conditions stated herein, to (i) issue and sell to
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MERRILL LYNCH") and ING
Financial Markets LLC ("ING" and together with Merrill Lynch, the "INVESTMENT
BANKS"), as purchaser their Asset Backed Notes, Series 2003-1, Class A-1, Class
_____________
ING
Financial Markets LLC, – telegraphed and confirmed to Merrill Lynch, Pierce, Fenner & Smith Incorporated,
4 WFCN, 10th Floor, New York, New York 10080, Attention: Grant Jones, and ING
Financial Markets LLC, 1325 Avenue of the Americas, New York, NY 10019,
Attention: Andrew Yuder, or (B) if sent to the Issuers, will be mailed,
_____________
ING Financial Markets LLC
– Financial Officer
The foregoing Agreement is
hereby confirmed and accepted as
of the date first above written.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
ING Financial Markets LLC
By: Merrill Lynch, Pierce, Fenner & Smith Incorporated,
as Representative of the Investment Banks
By: /s/ Theodore F. Breck
--------------------------------
Name: Theodore F. Breck
_____________
dt 99476
;
McGraw-Hill Companies
As referenced in this Note Purchase and Placement Agency Agreement:
McGraw-Hill Companies, Inc – a rating of "AAA", "AAA", "AA", "A", "BBB", "BB" and "B",
respectively from Standard and Poor's Ratings Services, a division of The
McGraw-Hill Companies, Inc ., and (iii) none of such ratings shall have been
rescinded, and no public announcement shall have been made by the
respective rating
_____________
dt 310518
;
Cede
As referenced in this Note Purchase and Placement Agency Agreement:
Cede & Co – the Euroclear System
("EUROCLEAR"), and Cedelbank societe anonyme ("CEDELBANK") and registered
in the name of Cede & Co ., as nominee for DTC. The Issuers will deliver
against payment of the purchase price
Cede & Co – deposited with the Indenture Trustee as custodian
for DTC and registered in the name of Cede & Co ., as nominee for DTC. The
Regulation S Global Notes and the Rule 144A Global
dt 38718
;
|
DTC
As referenced in this Note Purchase and Placement Agency Agreement:
Depository Trust Company – S GLOBAL NOTES") which will be deposited with the
Indenture Trustee as custodian for The Depository Trust Company ("DTC") for
the respective accounts of the DTC participants for Morgan Guaranty Trust
Company
dt 47738
;
MLBFS
As referenced in this Note Purchase and Placement Agency Agreement:
Merrill Lynch, Pierce, Fenner & Smith – NOTES, SERIES 2003-1, CLASS F
NOTE PURCHASE AND PLACEMENT AGENCY AGREEMENT
March 27, 2003
Merrill Lynch, Pierce, Fenner & Smith Incorporated
As Representative of the Investment Banks (as defined herein)
Four World Financial Center,
Merrill Lynch, Pierce, Fenner & Smith – propose,
subject to the terms and conditions stated herein, to (i) issue and sell to
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MERRILL LYNCH") and ING
Financial Markets LLC ("ING" and together with Merrill Lynch,
Merrill Lynch, Pierce, Fenner & Smith – if sent to the Investment Banks will be mailed, delivered or
telegraphed and confirmed to Merrill Lynch, Pierce, Fenner & Smith Incorporated,
4 WFCN, 10th Floor, New York, New York 10080, Attention: Grant Jones, and
Merrill Lynch, Pierce, Fenner & Smith – The foregoing Agreement is
hereby confirmed and accepted as
of the date first above written.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
ING Financial Markets LLC
By: Merrill Lynch, Pierce, Fenner & Smith Incorporated,
as Representative
Merrill Lynch, Pierce, Fenner & Smith – date first above written.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
ING Financial Markets LLC
By: Merrill Lynch, Pierce, Fenner & Smith Incorporated,
as Representative of the Investment Banks
By: /s/ Theodore F. Breck
--------------------------------
Name: Theodore
dt 43882
;
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Note Purchase and Placement Agency Agreement
Note Purchase and Placement Agency Agreement (72K)
Doc #1581459: Click preview link for longer preview.
HPSC GLOUCESTER FUNDING 2003-1 LLC I
HPSC GLOUCESTER FUNDING 2003-1 LLC II
ASSET BACKED NOTES, SERIES 2003-1
$123,310,000 FLOATING RATE ASSET BACKED NOTES, SERIES 2003-1, CLASS A-1
$152,000,000 3.432% ASSET BACKED NOTES, SERIES 2003-1, CLASS A-2
$16,245,000 3.549% ASSET BACKED NOTES, SERIES 2003-1, CLASS B
$12,825,000 4.385% ASSET BACKED NOTES, SERIES 2003-1, CLASS C
$6,840,000 5.561% ASSET BACKED NOTES, SERIES 2003-1, CLASS D
$9,405,000 10.158% ASSET BACKED NOTES, SERIES . . .
1581459
|
ING Financial
As referenced in this Note Purchase and Placement Agency Agreement:
ING
Financial Markets LLC – each, a Delaware limited liability company, propose,
subject to the terms and conditions stated herein, to (i) issue and sell to
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MERRILL LYNCH") and ING
Financial Markets LLC ("ING" and together with Merrill Lynch, the "INVESTMENT
BANKS"), as purchaser their Asset Backed Notes, Series 2003-1, Class A-1, Class
A-2, Class B, Class C and
_____________
ING
Financial Markets LLC – Investment Banks will be mailed, delivered or
telegraphed and confirmed to Merrill Lynch, Pierce, Fenner & Smith Incorporated,
4 WFCN, 10th Floor, New York, New York 10080, Attention: Grant Jones, and ING
Financial Markets LLC , 1325 Avenue of the Americas, New York, NY 10019,
Attention: Andrew Yuder, or (B) if sent to the Issuers, will be mailed,
delivered or telegraphed and confirmed to them
_____________
ING Financial Markets LLC – Rene Lefebvre
--------------------------
Name: Rene Lefebvre
Title: Chief Financial Officer
The foregoing Agreement is
hereby confirmed and accepted as
of the date first above written.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
ING Financial Markets LLC
By: Merrill Lynch, Pierce, Fenner & Smith Incorporated,
as Representative of the Investment Banks
By: /s/ Theodore F. Breck
--------------------------------
Name: Theodore F. Breck
Title: Managing Director
_____________
dt 1678529
;
McGraw-Hill Companies
As referenced in this Note Purchase and Placement Agency Agreement:
McGraw-Hill Companies, Inc – the Class F Notes shall have
received a rating of "AAA", "AAA", "AA", "A", "BBB", "BB" and "B",
respectively from Standard and Poor's Ratings Services, a division of The
McGraw-Hill Companies, Inc ., and (iii) none of such ratings shall have been
rescinded, and no public announcement shall have been made by the
respective rating agencies that the rating of any Class
_____________
dt 1680075
;
|
Cede
As referenced in this Note Purchase and Placement Agency Agreement:
Cede & Co. – DTC participants for Morgan Guaranty Trust
Company of New York, Brussels office, as operator of the Euroclear System
("EUROCLEAR"), and Cedelbank societe anonyme ("CEDELBANK") and registered
in the name of Cede & Co. , as nominee for DTC. The Issuers will deliver
against payment of the purchase price the Sale Notes to be purchased by the
Investment Banks hereunder and to be offered
_____________
Cede & Co. – one
permanent global security in definitive form without interest coupons (the
"RULE 144A GLOBAL NOTES") deposited with the Indenture Trustee as custodian
for DTC and registered in the name of Cede & Co. , as nominee for DTC. The
Regulation S Global Notes and the Rule 144A Global Notes shall be assigned
separate CUSIP numbers. The Rule 144A Global Notes shall include the
_____________
dt 1683394
;
 Day Berry
As referenced in this Note Purchase and Placement Agency Agreement:
Day, Berry – request,
including but not limited to corporate matters, enforceability matters,
securities laws, tax matters, bankruptcy and security interests.
(e) The Investment Banks shall have received a letter from each
of Day, Berry & Howard LLP and Baker & McKenzie that each such counsel has
no reason to believe that the Offering Circular as of the date of the
Offering Circular and the
13
<
_____________
dt 1678573
|
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Purchase and Contribution Agreement
Purchase and Contribution Agreement (164K)
Doc #176583: Click preview link for longer preview.
PURCHASE AND CONTRIBUTION AGREEMENT
This PURCHASE AND CONTRIBUTION AGREEMENT (this "Agreement"), dated
as of November 15, 2002, is by and among Bluegreen Corporation, a Massachusetts
corporation ("Bluegreen" or the "Seller") and Bluegreen Receivables Finance
Corporation VI, a Delaware corporation (the "Company" or "Purchaser") and their
respective permitted successors and assigns.
WITNESSETH:
WHEREAS, on the date hereof, (i) the Seller desires to sell, and the
Purchaser desires to purchase certain Timeshare Loans originated by the Seller
(the "Timeshare Loans") and (ii) Bluegreen, as the sole shareholder of the
Purchaser, desires to make a contribution of capital pursuant to the terms
hereof;
WHEREAS, concurrently herewith, Company, as seller, intends to enter
into that certain Sale Agreement dated as of November 15, 2002 (the "Sale
Agreement"), by and between the Company, as depositor (in such capacity, the
"Depositor") and BXG Receivables Note Trust 2002-A, a Delaware business trust,
(the "Issuer") pursuant to which the Company intends to sell the Timeshare
Loans, together with certain other timeshare loans, to the Issuer pursuant to
the terms thereof;
WHEREAS, on the Closing Date, the Company intends to enter into that
certain Indenture dated as of November 15, 2002 (the "Indenture"), by and among
the Issuer, Bluegreen, as servicer (in such capacity, the "Servicer"), Vacation
Trust, Inc., a Florida corporation, as club trustee (the "Club Trustee"), and
U.S. Bank National Association, as indenture trustee (the "Indenture Trustee"),
paying agent and custodian, whereby the Issuer will pledge the Timeshare Loans
and other related assets to the Indenture Trustee to secure the Issuer's 4.580%
Timeshare Loan-Backed Notes, Series 2002-A, Class A, 4.740% Timeshare
Loan-Backed Notes, Series 2002-A, Class B, 5.735% Timeshare Loan-Backed Notes,
Series 2002-A, Class C and 7.750% Timeshare Loan-Backed Notes, Series 2002-A,
Class D (collectively, the "Notes");
WHEREAS, Bluegreen may, and in certain circumstances will be
required to cure, repurchase or substitute and provide Qualified Substitute
Timeshare Loans for Defective Timeshare Loans, previously sold to the Purchaser
hereunder and pledged to the Indenture Trustee pursuant to the Indenture; and
WHEREAS, the Purchaser, as Depositor, may, at the direction of
Bluegreen, be required to exercise Bluegreen's option to purchase or substitute
Upgraded Club Loans or Defaulted Timeshare Loans previously sold to the Issuer
and pledged to the Indenture Trustee pursuant to the Indenture.
{PAGE}
NOW, THEREFORE, in consideration of the mutual covenants set forth
herein, and for other valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto covenant and agree as follows:
SECTION 1. Definitions; Interpretation. Capitalized terms used but
not defined herein shall have the meanings specified in "Standard Definitions"
attached hereto as Annex A.
SECTION 2. Acquisition of Timeshare Loans and Contribution of
Capital.
(a) (i) Timeshare Loans and Contribution of Capital. On the Closing
Date, by execution of this Agreement, the Seller hereby agrees to sell in part
and contribute in part to the Purchaser, in return for the Timeshare Loan
Acquisition Price for each of the Timeshare Loans and all of the common stock of
the Company, and hereby transfers, assigns, sells and grants to the Purchaser,
without recourse (except as provided in Section 6 and Section 8 hereof), any and
all of the Seller's right, title and interest in and to (i) the Timeshare Loans
listed on Schedule III hereto, (ii) the Receivables in respect of the Timeshare
Loans due after the related Cut-Off Date, (iii) the related Timeshare Loan
Documents (excluding any rights as developer or declarant under the Timeshare
Declaration, the Timeshare Program Consumer Documents or the Timeshare Program
Governing Documents), (iv) all Related Security in respect of each Timeshare
Loan and (v) all income, payments, proceeds and other benefits and rights
related to any of the foregoing (the property in clauses (i)-(v), being the
"Assets"). Upon such contribution, sale and transfer, the ownership of each
Timeshare Loan and all collections allocable to principal and interest thereon
since the related Cut-Off Date and all other property interests or rights
conveyed pursuant to and referenced in this Section 2(a)(i) shall immediately
vest in the Purchaser, its successors and assigns. The Seller shall not take any
action inconsistent with such ownership nor claim any ownership interest in any
Timeshare Loan for any purpose whatsoever other than for federal and state
income tax reporting, if applicable. The parties to this Agreement hereby
acknowledge that the "credit risk" of the Timeshare Loans conveyed hereunder
shall be borne by the Purchaser and its subsequent assignees.
(b) Delivery of Timeshare Loan Documents. In connection with the
contribution, sale, transfer, assignment and conveyance of the Timeshare Loans
hereunder, the Seller hereby agrees to deliver or cause to be delivered to the
Custodian all related Timeshare Loan Files and to the Servicer all related
Timeshare Loan Servicing Files.
(c) Collections. The Seller shall deposit or cause to be
deposited all collections in respect of the Timeshare Loans received by the
Seller or its Affiliates after the related Cut-Off Date in the Lockbox
Account.
(d) Limitation of Liability. Neither the Purchaser nor any
subsequent assignee of the Purchaser shall have any obligation or liability
with respect to any Timeshare Loan nor shall the Purchaser or any subsequent
assignee have any liability to any Obligor in respect of any Timeshare Loan.
No such obligation or liability is intended to be assumed by the Purchaser or
any subsequent assignee herewith and any such liability is hereby expressly
disclaimed.
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ING Financial
As referenced in this Purchase and Contribution Agreement:
ING Financial Markets LLC. – 535,000 and $38,018,000, respectively.
"Initial Payment Date" shall mean the Payment Date occurring in
January 2003.
"Initial Purchaser" shall mean ING Financial Markets LLC.
"Intended Tax Characterization" shall have the meaning specified in
Section 4.2(b) of the Indenture.
"Interest Accrual Period" shall mean with
_____________
dt 99485
;
McGraw-Hill Companies
As referenced in this Purchase and Contribution Agreement:
McGraw-Hill
Companies, Inc – secretary, the controller,
general partner, trustee or the manager of such Person.
"S&P" shall mean Standard & Poor's, a division of The McGraw-Hill
Companies, Inc .
"Sale Agreement" shall mean that certain sale agreement, dated as of
November 15, 2002, between the Depositor and the Issuer pursuant to
_____________
dt 311122
;
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Barclays Bank
As referenced in this Purchase and Contribution Agreement:
Barclays Bank PLC. – 2000, Bluegreen
Receivables Finance Corporation IV, Bluegreen, Concord Servicing Corporation,
Vacation Trust, Inc., U.S. Bank Trust National Association, Heller Financial,
Inc. and Barclays Bank PLC.
"Heller Loan Agreement" shall mean the Amended and Restated Loan and
Security Agreement, dated as of June 30, 1999, by and between
_____________
dt 108542
;
Cede
As referenced in this Purchase and Contribution Agreement:
"Cede & Co – which the Outstanding Note Balance of each Class of Notes has been reduced to
zero.
"Cede & Co ." shall mean the initial registered holder of the Notes,
acting as nominee of The
dt 39059
;
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| 2004 |
Second Supplemental Indenture
Second Supplemental Indenture (123K)
Doc #1319248: Click preview link for longer preview.
SECOND SUPPLEMENTAL INDENTURE
between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of December 12, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
. . .
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ING Financial
As referenced in this Second Supplemental Indenture:
ING Financial Markets LLC – to appoint The Bank of New York, through its New York and London
branches, to act as Paying Agent with respect to the 7.20% ING Perpetual Debt
Securities and ING Financial Markets LLC , as Calculation Agent with respect to
the 7.20% ING Perpetual Debt Securities;
<PAGE>
WHEREAS, the 7.20% ING Perpetual Debt Securities shall be treated as a
_____________
ING Financial Markets LLC – 2002, between the Company and the Calculation Agent,
relating to the 7.20% ING Perpetual Debt Securities, as the same may be amended
from time to time.
"CALCULATION AGENT" means ING Financial Markets LLC , as calculation
agent in relation to the 7.20% ING Perpetual Debt Securities, or its successor
or successors for the time being appointed under the Calculation Agency
Agreement.
3
&
_____________
dt 1502524
;
ING Groep
As referenced in this Second Supplemental Indenture:
ING GROEP N. – 2.3
<SEQUENCE>6
<FILENAME>u47294exv2w3.txt
<DESCRIPTION>EXHIBIT 2.3
<TEXT>
<PAGE>
EXHIBIT 2.3
================================================================================
SECOND SUPPLEMENTAL INDENTURE
between
ING GROEP N. V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of December 12, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
and
THE
_____________
ING GROEP N. – 3
================================================================================
SECOND SUPPLEMENTAL INDENTURE
between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of December 12, 2002
to the Subordinated Indenture between
ING GROEP N. V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
$1,000,000,000 principal amount of 7.20% ING Perpetual Debt Securities
================================================================================
&
_____________
ING Groep N. – of 7.20% ING Perpetual Debt Securities........... A-l
</TABLE>
i
<PAGE>
SECOND SUPPLEMENTAL INDENTURE dated as of December 12, 2002 (the
"SECOND SUPPLEMENTAL INDENTURE") between ING Groep N. V., a company incorporated
in The Netherlands (the "COMPANY"), having its statutory seat in Amsterdam and
its principal office at Amstelveenseweg 500, 1081 KL Amsterdam, P.O. Box 810,
1000
_____________
ING GROEP N. – Indenture.
34
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this Second
Supplemental Indenture to be duly executed as of the day and year first above
written.
ING GROEP N. V.
as Issuer
By: /s/ Johannes Wolvius
------------------------------
Name: Johannes Wolvius
Title: Authorized Officer
By: /s/ Koos Timmermans
------------------------------
Name: Koos Timmermans
Title: Authorized Officer
THE BANK OF NEW YORK, as Trustee
_____________
ING Groep N. – same, agrees to and shall be bound by such provisions. The
terms of this paragraph are governed by, and shall be construed in accordance
with, the laws of The Netherlands.
ING Groep N. V.
7.20% ING PERPETUAL DEBT SECURITIES (THE "SECURITIES")
No. 3
CUSIP No.: 456837 30 1$
ISIN No.: US4568373017
COMMON CODE: 15966637
ING Groep N.V., a holding company duly
_____________
dt 1424775
;
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BNY
As referenced in this Second Supplemental Indenture:
BANK OF NEW YORK, – gt;u47294exv2w3.txt
<DESCRIPTION>EXHIBIT 2.3
<TEXT>
<PAGE>
EXHIBIT 2.3
================================================================================
SECOND SUPPLEMENTAL INDENTURE
between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of December 12, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as
_____________
BANK OF NEW YORK, – V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of December 12, 2002
to the Subordinated Indenture between
ING GROEP N.V.,
as Issuer
and
THE BANK OF NEW YORK,
as Trustee
Dated as of July 18, 2002
$1,000,000,000 principal amount of 7.20% ING Perpetual Debt Securities
================================================================================
<PAGE>
ARTICLE 1
DEFINITIONS
<TABLE&
_____________
Bank of New York, – Netherlands (the "COMPANY"), having its statutory seat in Amsterdam and
its principal office at Amstelveenseweg 500, 1081 KL Amsterdam, P.O. Box 810,
1000 AV Amsterdam, The Netherlands, and The Bank of New York, a New York banking
corporation having its Corporate Trust Office at 101 Barclay Street, New York,
New York, 10286, as trustee (the "TRUSTEE") to the Subordinated Indenture, dated
July
_____________
Bank of New York, – TRUSTEE") to the Subordinated Indenture, dated
July 18, 2002, between the Company and the Trustee (the "SUBORDINATED
INDENTURE", and together with this Second Supplemental Indenture, the
"INDENTURE"). In addition, The Bank of New York, through its New York and London
branches, has agreed to act as Paying Agent hereunder.
WHEREAS, the Company and the Trustee executed and delivered the
Subordinated Indenture to provide
_____________
Bank of New York, – set forth as provided in the Subordinated Indenture as
supplemented by this Second Supplemental Indenture;
WHEREAS, pursuant to Section 301 of the Subordinated Indenture, the
Company desires to appoint The Bank of New York, through its New York and London
branches, to act as Paying Agent with respect to the 7.20% ING Perpetual Debt
Securities and ING Financial Markets LLC, as Calculation
_____________
dt 1587337
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Full Doc
| 2002 |
Supplemental Indenture [No. 1]
Supplemental Indenture [No. 1] (280K)
Doc #161372: Click preview link for longer preview.
First Supplemental Indenture
Dated as of October 4, 2002
{PAGE}
FIRST SUPPLEMENTAL INDENTURE, dated as of October 4, 2002 (the "First
Supplemental Indenture"), between MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa
corporation (the "Company"), and THE BANK OF NEW YORK, a New York banking
corporation, as Trustee (the "Trustee") under the Original Indenture referred to
below.
WITNESSETH:
WHEREAS, the Company has heretofore executed and delivered to the
Trustee an indenture, dated as of the date hereof (hereinafter called the
"Original Indenture"), to provide for the issuance from time to time of its
unsecured debentures, notes or other evidences of indebtedness, the form and
terms of which are to be established as set forth in Sections 2.01 and 3.01 of
the Original Indenture;
WHEREAS, Section 9.01 of the Original Indenture provides, among other
things, that the Company and the Trustee may enter into indentures supplemental
to the Original Indenture for, among other things, the purpose of establishing
the form and terms of the Securities of any series as permitted in Sections 2.01
and 3.01 of the Original Indenture and of appointing an Authenticating Agent
with respect to the Securities of any series;
WHEREAS, the Company desires to create two series of its unsecured
debentures, one series of its debentures in an aggregate principal amount of Two
Hundred Million Dollars ($200,000,000) to be designated the "4.625% Senior Notes
due 2007" and one series of its debentures in an aggregate principal amount of
Five Hundred Million Dollars ($500,000,000) to be designated the "5.875% Senior
Notes due 2012" (together, the "Securities"), and all action on the part of the
Company necessary to authorize the issuance of the Securities under the Original
Indenture and this First Supplemental Indenture has been duly taken; and
WHEREAS, all acts and things necessary (i) to make the Securities, when
executed by the Company and authenticated and delivered by the Trustee as
provided in the Original Indenture, the valid and binding obligations of the
Company and (ii) to constitute these presents a valid and binding supplemental
indenture and agreement according to its terms, have been done and performed.
NOW, THEREFORE, THIS FIRST SUPPLEMENTAL INDENTURE WITNESSETH:
That in consideration of the premises and of the acceptance and
purchase of the Securities by the holders thereof and of the acceptance of this
trust by the Trustee, the Company covenants and agrees with the Trustee, for the
equal benefit of holders of the Securities, as follows:
{PAGE}
ARTICLE I.
DEFINITIONS
The use of the terms and expressions herein is in accordance with the
definitions, uses and constructions contained in the Original Indenture and the
forms of Securities attached hereto as Exhibits A and B. In addition, for all
purposes of this First Supplemental Indenture, except as otherwise expressly
provided or unless the context otherwise expressly requires, the following terms
shall have the respective meanings assigned to them as follows and shall be
construed as if defined in Article I of the Original Indenture:
"Exchange Security" means a security in global or definitive form
substantially in the form set forth in Exhibit A-5, with respect to the 4.625%
Senior Notes due 2007, or in the form set forth in Exhibit B-5, with respect to
the 5.875% Senior Notes due 2012, in each case, to this First Supplemental
Indenture.
"Global Security" means a Rule 144A Global Security, a Regulation S
Permanent Global Security, or a Regulation S Temporary Global Security, in
global form substantially in the form set forth in Exhibits A-l, A-2 and A-3,
respectively, with respect to the 4.625% Senior Notes due 2007, or in the forms
set forth in Exhibits B-1, B-2 and B-3, respectively, with respect to the 5.875%
Senior Notes due 2012, in each case, to this First Supplemental Indenture.
"Initial Purchasers" means Credit Suisse First Boston Corporation, Banc
One Capital Markets, Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights Agreement" means the Registration Rights
Agreement, dated as of October 1, 2002, among the Company and the Initial
Purchasers.
ARTICLE II.
TERMS AND ISSUANCE OF THE SECURITIES
Section 2.01 Issue of Securities. Two series of the Securities, which
shall be designated the "4.625% Senior Notes due 2007" and the "5.875% Senior
Notes due 2012" shall be executed, authenticated and delivered in accordance
with the provisions of, and shall in all respects be subject to, the terms,
conditions and covenants of the Original Indenture and this First Supplemental
Indenture (including the forms of Securities set forth in Exhibits A and B, as
applicable hereto). The aggregate principal amount of the 4.625% Senior Notes
due 2007 and the aggregate principal amount of the 5.875% Senior Notes due 2012
which may be authenticated and delivered under this First Supplemental Indenture
shall not exceed $200,000,000 and $500,000,000, respectively.
Section 2.02 Optional Redemption. The Securities may be redeemed, in
whole or in part, at the option of the Company pursuant to the terms set forth
in paragraph 2 of the
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ING Financial
As referenced in this Supplemental Indenture [No. 1]:
ING
Financial Markets LLC, – Corporation, Banc
One Capital Markets, Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights
_____________
dt 99483
;
Mizuho Int'l
As referenced in this Supplemental Indenture [No. 1]:
Mizuho International plc, – Markets, Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights Agreement" means the
_____________
dt 225626
;
Royal Bank
As referenced in this Supplemental Indenture [No. 1]:
Royal Bank of Scotland plc – Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC, Mizuho International plc, TD Securities (USA) Inc., The
Royal Bank of Scotland plc and U.S. Bancorp Piper Jaffray Inc.
"Registration Rights Agreement" means the Registration Rights
Agreement, dated as of October 1, 2002, among the
_____________
dt 225451
;
|
Banc One Capital
As referenced in this Supplemental Indenture [No. 1]:
Banc
One Capital Markets, – the 5.875%
Senior Notes due 2012, in each case, to this First Supplemental Indenture.
"Initial Purchasers" means Credit Suisse First Boston Corporation, Banc
One Capital Markets, Inc., BNY Capital Markets, Inc., J.P. Morgan Securities
Inc., BNP Paribas Securities Corp., Commerzbank Capital Markets Corp., ING
Financial Markets LLC,
_____________
dt 100644
;
BNY
As referenced in this Supplemental Indenture [No. 1]:
BANK OF NEW YORK, – txt
{DESCRIPTION}FIRST SUPPLEMENTAL INDENTURE
{TEXT}
{PAGE}
EXECUTION VERSION
MIDAMERICAN ENERGY HOLDINGS COMPANY
and
THE BANK OF NEW YORK,
as Trustee
4.625% Senior Notes due 2007
5.875% Senior Notes due 2012
BANK OF NEW YORK, – First
Supplemental Indenture"), between MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa
corporation (the "Company"), and THE BANK OF NEW YORK, a New York banking
corporation, as Trustee (the "Trustee") under the Original Indenture referred
Bank of New Yo |