Exhibit 4.3
SUPPLEMENTAL INDENTURE
S UPPLEMENTAL I NDENTURE (this “ Supplemental Indenture
”), dated as of October 6, 2008, among Forbes Energy
International, LLC, a Delaware limited liability company (the
“ New Sub ”), Forbes Energy Services Ltd., a
company organized under the laws of Bermuda (the “New
Parent”), Forbes Energy Services LLC, a Delaware limited
liability company (the “ Company ”), Forbes
Energy Capital Inc., a Delaware corporation, the other Guarantors
(as defined in the Indenture referred to herein) and Wells Fargo
Bank, National Association, as trustee under the Indenture referred
to below (the “ Trustee ”).
W I T N E S S E T H
WHEREAS, the Company has heretofore
executed and delivered to the Trustee an indenture (the “
Indenture ”), dated as of February 12, 2008 and
as supplemented from time to time, providing for the issuance of
11% Senior Secured Notes due 2015 (the “ Notes
”);
WHEREAS, the Indenture provides that
the New Sub shall execute and deliver to the Trustee a supplemental
indenture pursuant to which the New Sub shall become a party to the
Indenture, agree to be bound by all applicable provisions of the
Indenture, and unconditionally guarantee all of the Company’s
Obligations under the Notes and the Indenture on the terms and
conditions set forth herein (the “ Guarantee ”);
and
WHEREAS, pursuant to
Section 9.01 of the Indenture, the Trustee is authorized to
execute and deliver this Supplemental Indenture.
NOW, THEREFORE, in consideration of
the foregoing and for other good and valuable consideration, the
receipt of which is hereby acknowledged, the New Sub and the
Trustee mutually covenant and agree for the equal and ratable
benefit of the Holders of the Notes as follows:
1. C APITALIZED T ERMS .
Capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture.
2. A GREEMENT TO G
UARANTEE . The New Sub hereby provides an unconditional
Guarantee on the terms and subject to the conditions set forth in
the Guarantee and in the Indenture including but not limited to
Article 11 thereof, and subject to the limitations
therein.
3. A GREEMENT TO BECOME A P
ARTY . The New Sub hereby agrees to become a party to
the Indenture and to be bound by all applicable provisions of the
Indenture including but not limited to the covenants set forth
under Articles 4, 5, 12 and 13 thereof.
4. N O R
ECOURSE A GAINST O THERS . No
director, officer, employee, incorporator or stockholder of the
Company or any Guarantor, as such, will have any liability for any
obligations of the Company or the Guarantors under the Notes, the
Indenture or the Note Guarantees or for any claim based on, in
respect of, or by reason of, such obligations or their creation.
Each Holder of Notes by accepting a Note waives and releases all
such liability. The waiver and release are part of the
consideration for issuance of the Notes. The waiver may not be
effective to waive liabilities under the federal securities
laws.
5. NEW YORK LAW TO GOVERN. THE LAW
OF THE S
