Attached files
| file | filename |
|---|---|
| 8-K - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_8-k.htm |
| EX-99.12 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-12.htm |
| EX-99.7 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-7.htm |
| EX-99.5 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-5.htm |
| EX-99.6 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-6.htm |
| EX-99.1 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-1.htm |
| EX-99.4 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-4.htm |
| EX-99.9 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-9.htm |
| EX-99.8 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-8.htm |
| EX-99.3 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-3.htm |
| EX-99.11 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-11.htm |
| EX-99.10 - CALIFORNIA PETROLEUM TRANSPORT CORP | d1091647_ex99-10.htm |
EXHIBIT
99.2
SUPPLEMENT
NO. 2 TO TERM INDENTURE
THIS
SUPPLEMENT NO. 2 dated as of April 8, 2010 (this "Supplement"), among (i)
CALIFORNIA PETROLEUM TRANSPORT CORPORATION, a Delaware corporation ("CalPetro")
and (ii) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (as successor in
interest to Chemical Trust of California and Chase Manhattan Bank and Trust
Company, National Association (together, the "Predecessor Trustees")), a
national banking association, as Indenture Trustee (the "Indenture Trustee") to
the Term Indenture dated as of April 1, 1995 between CalPetro and the Indenture
Trustee (as successor in interest to the Predecessor Trustees), as supplemented
and amended by Supplement No. 1, dated as of June 28, 2001, (as the same may be
amended, supplemented or otherwise modified from time to time in accordance with
its terms, the "Indenture"). Capitalized terms used herein without definition
shall have the respective meanings ascribed thereto (or incorporated by
reference) in the Indenture, which also contains rules of usage that apply to
terms defined therein and herein.
W I T N E S S E T
H:
WHEREAS,
the Indenture provided for the initial issuance of an aggregate principal amount
of $117,900,000 of 8.52% First Preferred Mortgage Notes due 2015 of CalPetro
(the "Notes");
WHEREAS,
Section 1.1 of the Indenture does not contain the defined term "Redemption
Price" which is referenced in Section 10.1(d)(i) of the Indenture as it relates
to the Notes;
WHEREAS,
the term "Redemption Price" is defined in the Form of Term Note attached to the
Indenture;
WHEREAS,
pursuant to Section
7.1 of the Indenture, CalPetro and the Indenture Trustee, are authorized
to execute and deliver this Supplement to amend the Indenture when authorized by
resolution of the Board of Directors of CalPetro, without the consent of any
Holder of the Notes, in order to cure any ambiguity under the
Indenture;
WHEREAS,
CalPetro and the relevant Owners find that the defined term "Redemption Price"
as it is referenced in Section 10.1(d)(i) of the Indenture is ambiguous in its
meaning; and
WHEREAS,
the Indenture must be amended in order to correct the ambiguity concerning the
defined term "Redemption Price" in Section 10.1(d)(i) of the
Indenture.
NOW,
THEREFORE, in consideration of the premises and One Dollar ($1.00) and other
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
Article
1. Agreements and
Amendments.
(a) The
Section 1.1 of the Indenture shall include the defined term "Redemption Price"
which will read:
" 'Redemption Price'
means the price (expressed as percentages of the principal amount) set forth in
the table below. If redeemed during the twelve month period
beginning
|
Year
|
Percentage
|
|
April
1, 2006
|
104.46%
|
|
April
1, 2007
|
103.73%
|
|
April
1, 2008
|
103.20%
|
|
April
1, 2009
|
102.66%
|
|
April
1, 2010
|
102.13%
|
|
April
1, 2011
|
101.60%
|
|
April
1, 2012
|
101.70%
|
|
April
1, 2013
|
100.53%
|
and at
100% if redeemed on or after April 1, 2014."
Article
2. Continued Effect;
Counterparts. Except as expressly amended hereby, the
Indenture remains in full force and effect, all other Security Documents and
Related Security Documents remain in full force and effect, and each of the
parties hereto hereby expressly affirms its respective obligations hereunder and
thereunder notwithstanding the amendment effected hereby. As from the date of
this Supplement, any reference to the Indenture in any Security Document or
Related Security Document shall mean the Indenture as amended hereby. This
Supplement may be executed in any number of counterparts, each of which shall be
an original and all of which, taken together, shall constitute one and the same
instrument.
Article
3. Governing
Law. THIS SUPPLEMENT SHALL BE DEEMED TO BE A CONTRACT UNDER
THE LAWS OF THE STATE OF NEW YORK, AND FOR ALL PURPOSES SHALL BE CONSTRUED IN
ACCORDANCE WITH THE LAWS OF SAID STATE, EXCEPT AS MAY OTHERWISE BE REQUIRED BY
MANDATORY PROVISIONS OF LAW, WITHOUT REFERENCE TO PRINCIPLES OF CONFLICTS OF LAW
(OTHER THAN TITLE 14 OF ARTICLE 5 OF THE GENERAL OBLIGATIONS LAW).
[THE
REMAINDER OF THE PAGE IS INTENTIONALLY LEFT BLANK.]
IN
WITNESS WHEREOF, the parties hereto have caused this Supplement to be executed
by an officer thereunto duly authorized, all as of the date first above
written.
|
CALIFORNIA
PETROLEUM TRANSPORT
CORPORATION
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By
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/s/
Frank B. Bilotta
|
|
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Name: Frank
B. Bilotta
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Title: President
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||
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THE
BANK OF NEW YORK MELLON
TRUST
COMPANY, N.A.
|
||
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as
Indenture Trustee
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By
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/s/
Marcella Burgess
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Name: Marcella
Burgess
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Title:
Vice President
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Consented
and Agreed to:
|
|
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THE
BANK OF NEW YORK MELLON
TRUST
COMPANY, N.A.
|
|
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as
Collateral Trustee
|
|
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By
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/s/
Marcella Burgess
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Name: Marcella
Burgess
|
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Title: Vice
President
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