Exhibit 4.1E
FOURTH SUPPLEMENTAL
INDENTURE
This Fourth Supplemental Indenture,
dated as of April 8, 2009 (this “ Supplemental
Indenture ” or “ Guarantee ”), among
Cellu Paper Holdings, Inc., a Delaware corporation (“
Holdings ” or the “ Guarantor ”),
Cellu Tissue Holdings, Inc. (together with its successors and
assigns, the “ Company ”), each then existing
Subsidiary Guarantor under the Indenture referred to below, and The
Bank of New York Mellon Trust Company, N.A., as successor trustee
to The Bank of New York (“ Trustee ”) under the
Indenture referred to below.
W I T N E S S E T H:
WHEREAS, the Company, the Subsidiary
Guarantors and the Trustee have heretofore executed and delivered
an Indenture, dated as of March 12, 2004 (as amended,
supplemented, waived or otherwise modified, the “
Indenture ”), providing for the issuance of 9¾%
Senior Secured Notes due 2010 of the Company (the “
Securities ”);
WHEREAS, Section 3.12 of
the Indenture provides that after the Issue Date the Company is
required to cause each Restricted Subsidiary (other than a Foreign
Subsidiary that does not Guarantee any Indebtedness of the Company
or any Restricted Subsidiary) created or acquired by the Company or
one or more Restricted Subsidiaries or Holdings, in the event that
Holdings Guarantees any Indebtedness of the Company or any of its
Restricted Subsidiaries, to execute and deliver to the Trustee a
supplemental indenture pursuant to which such Subsidiary (or
Holdings, if applicable) will unconditionally Guarantee, on a joint
and several basis with the other Subsidiary Guarantors, the full
and prompt payment of the principal of, premium, if any, and
interest on the Securities on a secured basis;
WHEREAS, on June 12, 2006
Holdings became a guarantor of certain of the Company’s
Indebtedness;
WHEREAS, the Company and Holdings,
by executing and delivering this Supplemental Indenture and other
documentation required under the Indenture in connection with
adding Holdings as a guarantor, will be in compliance with the
requirements of Section 3.12 as such provision applies
to Holdings;
WHEREAS, pursuant to
Section 9.1(4) of the Indenture, the Trustee and
the Company are authorized to execute and deliver this Supplemental
Indenture to amend or supplement the Indenture, without the consent
of any Holder;
WHEREAS, each of the Company and
Holdings has duly authorized the execution and delivery of this
Supplemental Indenture, subject to the terms and conditions
described herein; and
WHEREAS, each of the Company and
Holdings has requested that the Trustee execute and deliver this
Supplemental Indenture, and all requirements necessary to make this
Supplemental Indenture a valid and legally binding instrument in
accordance with its terms and to give effect to the amendments
described herein and the execution and delivery of this
Supplemental Indenture have been duly authorized in all
respects;
NOW, THEREFORE, in consideration of
the foregoing and for other good and valuable consideration, the
receipt of which is hereby acknowledged, Holdings, the Company, the
Subsidiary Guarantors and the Trustee mutually covenant and agree
for the equal and ratable benefit of the Holders of the Securities
as follows:
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