JOINDER AGREEMENT
Exhibit No. 4.2
JOINDER AGREEMENT
US LEC iTEL, L.L.C.
Morrocroft III
0000 Xxxxxxxx Xxxxxxxxx
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000
Morrocroft III
0000 Xxxxxxxx Xxxxxxxxx
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000
September 27, 2006
U.S. Bank National Association
Attention: Corporate Trust Administration
00 Xxxxxxxxxx Xxxxxx
XX-XX-XX0X
Xx. Xxxx, Xxxxxxxxx 00000-0000
Attention: Corporate Trust Administration
00 Xxxxxxxxxx Xxxxxx
XX-XX-XX0X
Xx. Xxxx, Xxxxxxxxx 00000-0000
Ladies and Gentlemen:
Reference is made to that certain security agreement (as amended, amended and restated,
supplemented or otherwise modified from time to time, the “Security Agreement;” capitalized
terms used but not otherwise defined herein shall have the meanings assigned to such terms in the
Security Agreement), dated as of September 30, 2004, made by US LEC CORP., a Delaware corporation
(the “Company”), the Guarantors party thereto and U.S. BANK NATIONAL ASSOCIATION, a
national banking organization, as trustee (in such capacity and together with any successors in
such capacity, the “Trustee”).
This letter supplements the Security Agreement and is delivered by the undersigned, US LEC
iTEL, L.L.C., a North Carolina limited liability company and the successor to US LEC Acquisition
Co. (the “New Pledgor”), pursuant to Section 3.5 of the Security Agreement. The
New Pledgor hereby agrees to be bound as a Guarantor and as a Pledgor by all of the terms,
covenants and conditions set forth in the Security Agreement to the same extent that it would have
been bound if it had been a signatory to the Security Agreement on the execution date of the
Security Agreement. The New Pledgor also hereby agrees to be bound as a party by all of the terms,
covenants and conditions applicable to it set forth in the Indenture to the same extent that it
would have been bound if it had been a signatory to the Indenture on the execution date of the
Indenture. Without limiting the generality of the foregoing, the New Pledgor hereby grants and
pledges to the Trustee, as collateral security for the full, prompt and complete payment and
performance when due (whether at stated maturity, by acceleration or otherwise) of the Obligations,
a Lien on and security interest in, all of its right, title and interest in, to and under the
Pledged Collateral and expressly assumes all obligations and liabilities of a Guarantor and Pledgor
thereunder. The New Pledgor hereby makes each of the representations and warranties and agrees to
each of the covenants applicable to the Pledgors contained in the Security Agreement and the
Indenture.
Annexed hereto are supplements to each of the schedules to the Security Agreement and the
Indenture, as applicable, with respect to the New Pledgor. Such supplements shall be deemed to be
part of the Security Agreement or the Indenture, as applicable.
Exhibit No. 4.2
This agreement and any amendments, waivers, consents or supplements hereto may be executed in
any number of counterparts and by different parties hereto in separate counterparts, each of which
when so executed and delivered shall be deemed to be an original, but all such counterparts
together shall constitute one and the same agreement.
THIS AGREEMENT SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH,
THE LAW OF THE STATE OF NEW YORK.
Exhibit No. 4.2
IN WITNESS WHEREOF, the New Pledgor has caused this letter agreement to be executed and
delivered by its duly authorized officer as of the date first above written.
US LEC iTEL, L.L.C. | ||||||||
By: | /s/ J. Xxxx Xxxxxxx | |||||||
Name: | J. Xxxx Xxxxxxx | |||||||
Title: | Executive Vice President and | |||||||
Chief Financial Officer |
AGREED TO AND ACCEPTED: | ||||||
U.S. BANK NATIONAL ASSOCIATION, as Trustee | ||||||
By: | /s/ Xxxxxxx Xxxxxxxx | |||||
Name: | Xxxxxxx Xxxxxxxx | |||||
Title: | Vice President |