Exhibit 4.2
___________________________________
CENVEO CORPORATION
(as successor to Cadmus
Communications Corporation)
the SUBSIDIARY GUARANTORS named in
Schedule I hereto
and
U.S. BANK NATIONAL
ASSOCIATION,
as Trustee
___________________________________
NINTH SUPPLEMENTAL
INDENTURE
Supplementing the Indenture
of
June 15, 2004
___________________________________
Dated as of October 15,
2009
8⅜% SENIOR SUBORDINATED NOTES
DUE 2014
THIS NINTH SUPPLEMENTAL INDENTURE, dated as of
October 15, 2009 (this “ Supplemental Indenture
”), is among Cenveo Corporation, a Delaware corporation (as
successor to Cadmus Communications Corporation, a Virginia
corporation) (the “ Company ”), the Subsidiary
Guarantors (as defined herein) listed on Schedule I hereto (each a
“ Subsidiary Guarantor ” and collectively the
“ Subsidiary Guarantors ”), and U.S. Bank
National Association (successor trustee to Wachovia Bank, National
Association), as trustee (the “ Trustee
”).
WHEREAS, in connection with the issuance by the
Company of its 8⅜% Senior Subordinated Notes due 2014 (the
“Notes” ), in the aggregate principal amount of
$125,000,000, the Company, certain Subsidiary Guarantors and the
Trustee entered into an indenture dated as of June 15, 2004 (as
supplemented by the First Supplemental Indenture dated as of March
1, 2005, the Second Supplemental Indenture dated as of May 19,
2006, the Third Supplemental Indenture and Amendment to Subsidiary
Guarantee 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 November 7, 2007, the Seventh Supplemental
Indenture dated as of April 16, 2008 and the Eighth Supplemental
Indenture dated as of August 20, 2008, the “ Indenture
”; capitalized terms used and not otherwise defined herein
shall have the meaning set forth in the Indenture); and
WHEREAS, Section 9.01(6) of the Indenture
provides that the Company, the Subsidiary Guarantors and the
Trustee may amend or supplement the Indenture and the Notes without
the consent of any holder of any outstanding Notes to comply with
Sections 4.19(A) and 4.19(C) of the Indenture; and
WHEREAS, pursuant to Section 4.19(A) of the
Indenture, the Company will not permit any of its Restricted
Subsidiaries, directly or indirectly, to Guarantee or pledge any
assets to secure the payment of any other Indebtedness of the
Company, unless such Restricted Subsidiary is a Subsidiary
Guarantor or simulta
