Exhibit
4.6


 


SUPPLEMENTAL
INDENTURE, dated as of April 7, 2004 (this “Supplemental Indenture”),
among VWR International, Inc., a Pennsylvania corporation (the “Company”),
and Wells Fargo Bank, National Association, as Trustee under the Indenture
referred to below.


 


W I T N E S S E T H:


 


WHEREAS,
CDRV Acquisition Corporation, a Delaware corporation (the “Predecessor
Company”), and the Trustee have heretofore become parties to an Indenture,
dated as of April 7, 2004 (as amended, supplemented, waived or otherwise
modified, the “Indenture”), providing for the issuance of 6 7/8% Senior
Notes due 2012 of the Company (the “Notes”);


 


WHEREAS,
the Company is the successor by merger to the Predecessor Company and Section
501 of the Indenture contemplates that the Company will execute and deliver to
the Trustee a supplemental indenture pursuant to which the Company shall
expressly assume all the obligations of the Company under the Notes and this
Indenture;


 


WHEREAS,
the Company desires to enter into such supplemental indenture for good and
valuable consideration; and


 


WHEREAS,
pursuant to Section 901 of the Indenture, the parties hereto are authorized to
execute and deliver this Supplemental Indenture to amend the Indenture, without
the consent of any Holder;


 


NOW,
THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the Company and the
Trustee mutually covenant and agree for the benefit of the Holders of the Notes
as follows:


 


1. 
Defined Terms.  As used in this Supplemental Indenture, terms
defined in the Indenture or in the preamble or recital hereto are used herein
as therein defined.  The words “herein,” “hereof” and “hereby” and other
words of similar import used in this Supplemental Indenture refer to this
Supplemental Indenture as a whole and not to any particular section hereof.


 


2. 
Assumption.  The Company hereby expressly assumes and agrees
promptly to pay, perform and discharge when due each and every debt,
obligation, covenant and agreement incurred, made or to be paid, performed or
discharged by the Predecessor Company under the Indenture and the Notes. 
The Company hereby agrees to be bound by all the terms, provisions and
conditions of the Indenture and the Notes and agrees that it shall be the
successor Company and shall succeed to, and be substituted for, and may


 

















 


exercise every right and
power of the Predecessor Company, as the predecessor Company, under the
Indenture and the Notes.


 


3. 
Governing Law. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.  THE
TRUSTEE, THE COMPANY, ANY OTHER OBLIGOR IN RESPECT OF THE NOTES AND (BY THEIR
ACCEPTANCE OF THE NOTES) THE HOLDERS AGREE TO SUBMIT TO THE JURISDICTION OF ANY
UNITED STATES FEDERAL OR STATE COURT LOCATED IN THE BOROUGH OF MANHATTAN, IN
THE CITY OF NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO
THIS SUPPLEMENTAL INDENTURE.


 


4. 
Ratification of Indenture; Supplemental Indentures Part of Indenture. 
Except as expressly amended hereby, the Indenture is in all respects ratified
and confirmed and all the terms, conditions and provisions thereof shall remain
in full force and effect.  This Supplemental Indenture shall form a part
of the Indenture for all purposes, and every Holder of Notes heretofore or
hereafter authenticated and delivered shall be bound hereby.  The Trustee
makes no representation or warranty as to the validity or sufficiency of this
Supplemental Indenture or as to the accuracy of the recitals to this
Supplemental Indenture.


 


5. 
Counterparts.  The parties hereto may sign one or more copies of
this Supplemental Indenture in counterparts, all of which together shall
constitute one and the same agreement.


 


6. 
Headings.  The section headings herein are for convenience of
reference only and shall not be deemed to alter or affect the meaning or
interpretation of any provisions hereof.


 


2

















 


IN
WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to
be duly executed as of the date first above written.


 


 


	
   

  	
  VWR INTERNATIONAL, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ STEPHEN J. KUNST

  	
   

  
	
   

  	
   

  	
  Name: Stephen J. Kunst

  
	
   

  	
   

  	
  Title: Secretary

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  WELLS
  FARGO BANK, NATIONAL

  ASSOCIATION, as Trustee

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  JOSEPH P. O’DONNELL

  	
   

  
	
   

  	
   

  	
  Name:
  Joseph P. O’Donnell

  
	
   

  	
   

  	
  Title:
  Assistant Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 


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