Supplemental Indenture



 Exhibit 4.13 

SUPPLEMENTAL INDENTURE 

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 4, 2010 among Graham Packaging GP Acquisition
LLC, a Delaware limited liability company (“GPALLC”), Graham Packaging LP Acquisition LLC, a Delaware limited liability company (“LPALLC”), WCK-L Holdings, Inc., a Delaware corporation (“WCK”), Liquid Container Inc., a
Delaware corporation (“LCI”), CPG-L Holdings, Inc., a Delaware corporation (“CPG”), Graham Packaging LC, L.P., a Delaware limited partnership (“Graham Packaging LC”), Graham Packaging PX Holding Corporation, a Delaware
corporation (“Graham PX Holding), Graham Packaging PX, LLC, a California limited liability company (“Graham PX”), Graham Packaging PX Company, a California general partnership (together with GPALLC, LPALLC, WCK, LCI, CPG, Graham
Packaging LC, Graham PX Holding and Graham PX, the “New Guarantors”), Graham Packaging Company, L.P., a Delaware limited partnership (the “Company”), GPC Capital Corp. I, a Delaware corporation (the “Corporate
Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors listed on the signature pages hereto and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee under the indenture referred to below (the
“Trustee”). 
 RECITALS 

WHEREAS the Issuers, the Guarantors and the Trustee have heretofore executed an Indenture (as amended, supplemented
or otherwise modified, the “Indenture”) dated as of October 7, 2004, providing for the issuance of the Issuers’
9 7/8% Senior Subordinated Notes due 2014 (the
“Notes”), initially in the aggregate principal amount of $375,000,000; 
 WHEREAS Section 11.07 of the
Indenture provides that under certain circumstances the Issuers are required to cause the New Guarantors to execute and deliver to the Trustee a supplemental indenture pursuant to which the New Guarantors shall unconditionally guarantee all the
Issuers’ obligations under the Notes pursuant to a Senior Subordinated Guarantee on the terms and conditions set forth herein; and 

WHEREAS pursuant to Section 9.01 of the Indenture, the Trustee, the Issuers and the existing Guarantors are authorized to execute
and deliver this Supplemental Indenture; 
 NOW THEREFORE, in consideration of the foregoing and mutual covenants herein
contained and intending to be legally bound, the New Guarantors, the Issuers and the Trustee mutually covenant and agree for the equal and ratable 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, except that the term “Holders” in this Guarantee shall refer to the term “Holders” as defined in the Indenture and the Trustee acting on behalf of and for the benefit of such Holders. 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. Agreement to Guarantee. The New Guarantors hereby agree, jointly and severally with all existing Guarantors, to unconditionally
guarantee the Issuers’ obligations under 







 
the Notes on the terms and subject to the conditions set forth in Articles 11 and 12 of the Indenture and to be bound by all other applicable provisions of the Indenture and the Notes and to
perform all of the obligations and agreements of a Guarantor under the Indenture. 
 3. Notices. All notices or other
communications to the New Guarantors shall be given as provided in Section 13.02 of the 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. 

5. Governing Law. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW
YORK. 
 6. Trustee Makes No Representation. The Trustee makes no representation as to the validity or sufficiency of
this Supplemental Indenture. 
 7. Counterparts. The parties may sign any number of copies of this Supplemental
Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. 
 8. Effect of
Headings. The Section headings herein are for convenience only and shall not affect the construction thereof. 







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

			
	
	New Guarantors:
	
	GRAHAM PACKAGING GP ACQUISITION LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman
	
	GRAHAM PACKAGING LP ACQUISITION LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman
	
	WCK-L HOLDINGS, INC.
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman
	
	LIQUID CONTAINER INC.
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman



[Signature Page to Subordinated Supplemental Indenture] 








			
	CPG-L HOLDINGS, INC.
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman
	
	GRAHAM PACKAGING LC, L.P.
		
		 	By: Liquid Container Inc., its General Partner
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman
	
	GRAHAM PACKAGING PX HOLDING CORPORATION
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman
	
	GRAHAM PACKAGING PX, LLC
		
		 	By: Graham Packaging PX Holding Corporation, its Sole Member
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Vice Chairman



[Signature Page to Subordinated Supplemental Indenture] 








			
	GRAHAM PACKAGING PX COMPANY
		
	By:	 	 Graham Packaging PX Holding Corporation,
its partner

	By:	 	 Graham Packaging PX, LLC,
its partner

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	Issuers:
	
	GPC CAPITAL CORP. I
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING COMPANY, L.P.
	By:	 	 GPC Opco GP, LLC,
its general partner

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer



[Signature Page to Subordinated Supplemental Indenture] 








			
	Guarantors:
	
	 GRAHAM PACKAGING HOLDINGS COMPANY

	By:	 	 BCP/Graham Holdings LLC,
its general partner

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Assistant Treasurer
	
	GPC SUB GP LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Secretary
	
	 GRAHAM PACKAGING LATIN AMERICA, LLC

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING POLAND, L.P.
	By:	 	 GPACSUB LLC,
its general partner

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Secretary



[Signature Page to Subordinated Supplemental Indenture] 








			
	GRAHAM RECYCLING COMPANY, L.P.
	By:	 	 GPC Sub GP LLC,
its general partner

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Secretary
	
	GRAHAM PACKAGING FRANCE PARTNERS
	By:	 	 Graham Packaging Company, L.P.,
its partner

	By:	 	 GPC Opco GP LLC,
its general partner

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING WEST JORDAN, LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Secretary
	
	GRAHAM PACKAGING ACQUISITION CORP
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	 GRAHAM PACKAGING PLASTIC PRODUCTS INC.

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer



[Signature Page to Subordinated Supplemental Indenture] 








			
	 GRAHAM PACKAGING PET TECHNOLOGIES INC.

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING REGIOPLAST STS INC.
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer and Secretary
	
	 GRAHAM PACKAGING INTERNATIONAL PLASTIC PRODUCTS INC.

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING LEASING USA LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING COMERC USA LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer



[Signature Page to Subordinated Supplemental Indenture] 








			
	 GRAHAM PACKAGING CONTROLLERS USA LLC

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	 GRAHAM PACKAGING TECHNOLOGICAL SPECIALTIES LLC

		
	By:	 	 /s/ David W. Bullock

		 	Name: David W. Bullock
		 	Title: Chief Financial Officer
	
	GRAHAM PACKAGING MINSTER LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David Bullock
		 	Title: Chief Financial Officer and Secretary
	
	GPACSUB LLC
		
	By:	 	 /s/ David W. Bullock

		 	Name: David Bullock
		 	Title: Chief Financial Officer and Secretary
	
	Trustee:
	
	 THE BANK OF NEW YORK MELLON, as Trustee

		
	By:	 	 /s/ Leslie Lockhart

		 	Name: Leslie Lockhart
		 	Title: Senior Associate


 [Signature Page
to Subordinated Supplemental Indenture]