Exhibit 4.1
___________________________________
CENVEO CORPORATION
(f/k/a MAIL-WELL I
CORPORATION)
the GUARANTORS named in Schedule I
hereto
and
U.S. BANK NATIONAL
ASSOCIATION,
as Trustee
___________________________________
EIGHTH SUPPLEMENTAL
INDENTURE
Supplementing the Indenture
of
February 4, 2004
___________________________________
Dated as of October 15,
2009
7⅞% SENIOR SUBORDINATED NOTES
DUE 2013
THIS EIGHTH SUPPLEMENTAL INDENTURE, dated as of
October 15, 2009, is among Cenveo Corporation, a Delaware
corporation (f/k/a Mail-Well I Corporation) (the
“Company” ), the Guarantors (as defined herein)
listed on Schedule I hereto (each a “ Guarantor
” and collectively the “ Guarantors ”),
and U.S. Bank National Association, as trustee (the “
Trustee ”).
WHEREAS, in connection with the issuance by the
Company of its 7⅞% Senior Subordinated Notes due 2013 (the
“Notes” ), in the aggregate principal amount of
$320,000,000, the Company and the Trustee entered into an indenture
dated as of February 4, 2004 (as supplemented by the First
Supplemental Indenture dated as of June 21, 2006, the Second
Supplemental Indenture dated as of August 11, 2006, the Third
Supplemental Indenture dated as of March 7, 2007, the Fourth
Supplemental Indenture dated as of July 9, 2007, the Fifth
Supplemental Indenture dated as of August 30, 2007, the Sixth
Supplemental Indenture dated as of April 16, 2008 and the Seventh
Supplemental Indenture dated as of August 20, 2008, the
“Indenture” ); and
WHEREAS, Section 9.01 of the Indenture provides
that the Company, the Guarantors and the Trustee may amend or
supplement the Indenture and the Notes without the consent of any
holder of any outstanding Notes; and
WHEREAS, the Company has authorized the
execution and delivery of this Eighth Supplemental Indenture;
and
WHEREAS, all things necessary to make this
Eighth Supplemental Indenture a valid agreement of the Company, the
Guarantors and the Trustee have been done.
NOW THEREFORE, WITNESSETH, that, for and in
consideration of the premises, and in order to comply with the
terms of Section 4.15 and Article