Third Supplemental Indenture



 Exhibit 4.1 
 OWENS CORNING 
 THIRD SUPPLEMENTAL INDENTURE 
 THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 24,
2008, among OCV Fabrics US, Inc., a Maine corporation (the “Guaranteeing Subsidiary”), a subsidiary of Owens Corning, a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the
Indenture referred to herein) and LaSalle 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 October 31, 2006 providing for the issuance of 6.50% Senior Notes due 2016 and the 7.00% Senior Notes due 2036 (the “Notes”); 
 WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental
indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Company’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”);

 WHEREAS, the Guaranteeing Subsidiary, concurrently with the execution of this Supplemental Indenture, will guarantee the Company’s
Obligations under the Credit Agreement; 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 Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows: 
 1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

 2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on
the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof. 
 4.
NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, employee, incorporator, stockholder or agent of the Guaranteeing Subsidiary, as such, shall have any liability for
any obligations of the Company or any Guarantor under the Notes, any Note Guarantees, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of the
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. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the
view of the SEC that such a waiver is against public policy. 









 5. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS
SUPPLEMENTAL INDENTURE WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY. 
 6. 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. 
 7. EFFECT OF HEADINGS. The Section headings herein are for convenience only and
shall not affect the construction hereof. 
 8. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for
or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiary and the Company. 









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

			
	OCV Fabrics US, Inc.
		
	By:	 	/s/ Stephen K. Krull
	Name:  	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning
		
	By:	 	/s/ Ralph A. Than
	Name:	 	Ralph A. Than
	Title:	 	Vice President Finance and Treasurer
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Senior Vice President, General
		 	Counsel and Secretary
	
	CDC Corporation
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Engineered Pipe Systems, Inc.
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	Eric Company
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	Falcon Foam Corporation
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative


 Signature Page to Supplemental Indenture 










			
	INTEGREX Ventures LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:  	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	IPM, Inc.
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Jefferson Holdings, Inc.
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Modulo USA LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	OCCV1, Inc.
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	OCCV2, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	OCCV3, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	OCCV4, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative


 Signature Page to Supplemental Indenture 










			
	Owens Corning Composite Materials, LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:  	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning Construction Services, LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning Masonry Products, LLC (f/k/a Owens Corning Cultured Stone, LLC)
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	OCV Intellectual Capital, LLC (f/k/a Owens-Corning Fiberglas Technology II, LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning Foam Insulation, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	Owens Corning Franchising, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	Owens-Corning Funding Corporation
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative


 Signature Page to Supplemental Indenture 










			
	Owens Corning HOMExperts, Inc.
		
	By:	 	/s/ Stephen K. Krull
	Name:  	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning HT, Inc.
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning Insulating Systems, LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning Intellectual Capital, LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Owens Corning Overseas Holding, Inc.
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	Owens Corning Roofing and Asphalt, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative
	
	Owens Corning Sales, LLC (f/k/a Owens Corning Sales, Inc.)
		
	By:	 	/s/ Ralph A. Than
	 Name:
	 	Ralph A. Than
	 Title:
	 	Vice President Finance and Treasurer
	
	Owens Corning Science and Technology, LLC
		
	By:	 	/s/ Stephen K. Krull
	 Name:
	 	Stephen K. Krull
	 Title:
	 	Authorized Representative


 Signature Page to Supplemental Indenture 










			
	Owens Corning U.S. Holdings, LLC
		
	By:	 	/s/ Stephen K. Krull
	Name:  	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Palmetto Products, Inc
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	Soltech, Inc.
		
	By:	 	/s/ Stephen K. Krull
	Name:	 	Stephen K. Krull
	Title:	 	Authorized Representative
	
	LaSalle Bank National Association,
as Trustee
		
	By:	 	/s/ Margaret M. Muir
		 	Authorized Signatory


 Signature Page to Supplemental Indenture