LEGALITY AND
ENFORCEABILITY OF THE REMAINING PROVISIONS SHALL NOT IN ANY WAY BE AFFECTED OR
IMPAIRED THEREBY AND SUCH PROVISION SHALL BE INEFFECTIVE ONLY TO THE EXTENT OF
SUCH INVALIDITY, ILLEGALITY OR UNENFORCEABILITY.
SECTION 3.7. 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 WITHOUT OFFSET, DEFENSE ON COUNTERCLAIM.
THIS SUPPLEMENTAL INDENTURE SHALL FORM A PART OF THE INDENTURE FOR ALL PURPOSES,
AND EVERY HOLDER OF SECURITIES 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 WITH RESPECT
TO THE RECITALS CONTAINED HEREIN, ALL OF WHICH RECITALS ARE MADE SOLELY BY THE
OTHER PARTIES HERETO.
SECTION 3.8. 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.
SECTION 3.9. HEADINGS. THE HEADINGS OF THE ARTICLES AND THE SECTIONS IN THIS
SUPPLEMENTAL INDENTURE ARE FOR CONVENIENCE OF REFERENCE ONLY AND SHALL NOT BE
DEEMED TO ALTER OR AFFECT THE MEANING OR INTERPRETATION OF ANY PROVISIONS
HEREOF.
SECTION 3.10. TRUSTEE. THE TRUSTEE MAKES NO REPRESENTATIONS AS TO THE VALIDITY
OR SUFFICIENCY OF THIS SUPPLEMENTAL INDENTURE. THE RECITALS AND STATEMENTS
HEREIN ARE DEEMED TO BE THOSE OF THE COMPANY AND THE SUBSIDIARY GUARANTORS AND
NOT OF THE TRUSTEE.
Signatures follow.
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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture
to be duly executed as of the date first above written.
THE BANK OF NEW YORK TRUST
COMPANY, N.A., as Trustee
By:
/s/ Peter M. Murphy
Name:
Peter M. Murphy
Title:
Vice President
CELLU TISSUE HOLDINGS, INC.
By:
Russell C. Taylor
Name:
Russell C. Taylor
Title:
President and Chief Executive Officer
CELLU TISSUE CORPORATION - NATURAL DAM
CELLU TISSUE CORPORATION - NEENAH
CELLU TISSUE LLC
INTERLAKE ACQUISITION CORPORATION LIMITED
MENOMINEE ACQUISITION CORPORATION
VAN PAPER COMPANY
VAN TIMBER COMPANY
By:
By: /s/ Russell C. Taylor
Name:
Russell C. Taylor
Title:
President and Chief Executive Officer
COASTAL PAPER COMPANY
By:
Van Paper Company, its managing partner
By:
/s/ Russell C. Taylor
Name:
Russell C. Taylor
Title:
President and Chief Executive Officer
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