FIRST SUPPLEMENTAL INDENTURE

Exhibit 4.7

FIRST SUPPLEMENTAL INDENTURE

7.125% SENIOR NOTES DUE 2024

First Supplemental Indenture (this “Supplemental Indenture”), dated as of May 9, 2017, among Uniti Group LP, a Delaware limited partnership (the “Successor Issuer”), Uniti Fiber Holdings Inc., a Delaware corporation (“Uniti Fiber”), CSL Capital, LLC, a Delaware limited liability company (“CSL Capital”), Uniti Group Inc. (the “Predecessor Issuer”), the guarantors listed on the signature pages hereto, including Uniti Group Finance Inc. (the “New Guaranteeing Subsidiary” and together with the other guarantors party hereto, the “Guarantors”), and Xxxxx Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

W I T N E S S E T H

WHEREAS, the Predecessor Issuer, Uniti Fiber and CSL Capital have heretofore executed and delivered to the Trustee an indenture, dated as of May 8, 2017 (the “Indenture”), providing for the issuance of the Senior Notes due 2024 (the “Notes”);

WHEREAS, the Predecessor Issuer has transferred substantially all of its assets to the Successor Issuer;

WHEREAS, Section 5.01 of the Indenture contemplates that the Successor Issuer shall execute and deliver a supplemental indenture pursuant to which the Successor Issuer shall expressly assume all of the obligations of the Predecessor Issuer under the Indenture and the Notes;

WHEREAS, pursuant to Section 5.01 of the Indenture, upon a transfer of all or substantially all of the assets by the Predecessor Issuer to the Successor Issuer and the assumption by the Successor Issuer of all of the obligations of the Predecessor Issuer under the Indenture and the Notes, the Predecessor Issuer is automatically released and discharged from its obligations under the Indenture and the Notes;

WHEREAS, pursuant to Section 9.01(c) of the Indenture, the Issuers, the Guarantors and the Trustee may amend or supplement the Indenture without the consent of any Holder to comply with Section 5.01 of the Indenture;

WHEREAS, the Indenture provides that under certain circumstances the New Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental Indenture pursuant to which the New Guaranteeing Subsidiary shall unconditionally guarantee all of the Issuers’ Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the Indenture; and

WHEREAS, pursuant to Sections 9.01(c), 9.01(i) and 9.05 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 parties mutually

covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:

Section 1.  Capitalized terms used herein and not otherwise defined herein are used as defined in the Indenture.

Section 2.  (a) The Successor Issuer hereby expressly assumes and agrees to perform all obligations of the Predecessor Issuer under the Indenture and the Notes.

(b) Pursuant to Section 5.01 of the Indenture, the Predecessor Issuer is hereby automatically released and discharged from its obligations under the Indenture and the Notes.

(c)  The Successor Issuer, as the successor Person to which a sale, assignment, transfer, lease, conveyance or other disposition of substantially all the assets of the Predecessor Issuer was made, hereby  succeeds to, and is substituted for (so that from and after the date hereof, the provisions of the Indenture referring to the Predecessor Issuer  (referred to as the “Issuer” in the Indenture) shall refer instead to the Successor Issuer), and may exercise every right and power of the Issuer under the Indenture with the same effect as if such Successor Issuer had been named as the Issuer in the Indenture.

Section 4. The New Guaranteeing Subsidiary, by its execution of this Supplemental Indenture, agrees to be a Guarantor under the Indenture and to be bound by the terms of the Indenture applicable to Guarantors, including, but not limited to, Article 10 thereof.

Section 5.  This Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.

Section 6.  This Supplemental Indenture may be signed in various counterparts which together will constitute one and the same instrument. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmission shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture and signature pages for all purposes.

Section 7.  This Supplemental Indenture is an amendment supplemental to the Indenture and the Indenture and this Supplemental Indenture will henceforth be read together.

Section 8. Except as expressly supplemented and amended by this Supplemental Indenture, the Indenture shall continue in full force and effect in accordance with the provisions thereof, and the Indenture (as supplemented and amended by this Supplemental Indenture) is in all respects hereby ratified and confirmed. This Supplemental Indenture and all its provisions shall be deemed a part of the Indenture in the manner and to the extent herein and therein provided.

Section 9. If there is any conflict or inconsistency between the Indenture and this Supplemental Indenture, the provisions of this Supplemental Indenture shall control.

Section 10.  Except as otherwise expressly provided herein, no duties, responsibilities or liabilities are assumed, or shall be construed to be assumed, by the Trustee by reason of this Supplemental Indenture. This Supplemental Indenture is executed and accepted by the Trustee subject to all the terms and conditions set forth in the Indenture with the same force and effect as if those terms and conditions were repeated at length herein and made applicable to the Trustee with respect hereto. The Trustee shall not be responsible for and makes no representation as to the validity or adequacy of this Supplemental Indenture, and it shall not be responsible for any statement or recital herein.

Section 11. If any provision of this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby, and no Holder of any series of Notes shall have any claim therefor against any party hereto.

[Signature Pages Follow]

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

	UNITI GROUP LP
	By: UNITI GROUP INC., as its general partner
	By:	/s/ Xxxxxx X. Xxxxx
		Name:	Xxxxxx X. Xxxxx
		Title:	Executive Vice President — General Counsel and Secretary

	UNITI FIBER HOLDINGS INC.
	By:	/s/ Xxxxxx X. Xxxxx
		Name:	Xxxxxx X. Xxxxx
		Title:	Executive Vice President — General Counsel and Secretary

	CSL CAPITAL, LLC
	By:	/s/ Xxxxxx X. Xxxxx
		Name:	Xxxxxx X. Xxxxx
		Title:	Executive Vice President — General Counsel and Secretary

[Signature Page to First Supplemental Indenture — 7.125% Senior Notes due 2024]

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

	UNITI GROUP INC., as Predecessor Issuer
	By:	/s/ Xxxxxx X. Xxxxx
		Name:	Xxxxxx X. Xxxxx
		Title:	Executive Vice President — General Counsel and Secretary

[Signature Page to First Supplemental Indenture — 7.125% Senior Notes due 2024]

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

	GUARANTORS:
	CSL NATIONAL GP, LLC
	CSL ALABAMA SYSTEM, LLC
	CSL ARKANSAS SYSTEM, LLC
	CSL FLORIDA SYSTEM, LLC
	CSL IOWA SYSTEM, LLC
	CSL MISSISSIPPI SYSTEM, LLC
	CSL MISSOURI SYSTEM, LLC
	CSL NEW MEXICO SYSTEM, LLC
	CSL OHIO SYSTEM, LLC
	CSL OKLAHOMA SYSTEM, LLC
	CSL REALTY, LLC
	CSL TEXAS SYSTEM, LLC
	CSL NORTH CAROLINA REALTY GP, LLC
	CSL TENNESSEE REALTY PARTNER, LLC
	CSL TENNESSEE REALTY, LLC
	CONTACT NETWORK, LLC
	PEG BANDWIDTH DC, LLC
	PEG BANDWIDTH DE, LLC
	PEG BANDWIDTH IA, LLC
	PEG BANDWIDTH LA, LLC
	PEG BANDWIDTH MA, LLC
	PEG BANDWIDTH MS, LLC
	PEG BANDWIDTH TX, LLC
	PEG BANDWIDTH VA, LLC
	UNITI FIBER HOLDINGS - TC LLC
	UNITI FIBER LLC
	UNITI LEASING LLC
	UNITI TOWERS LLC
	UNITI TOWERS NMS HOLDINGS LLC
	UNITI TOWERS — NMS INVESTOR LLC
	UNITI GROUP FINANCE INC.
	By:	/s/ Xxxxxx X. Xxxxx
		Name:	Xxxxxx X. Xxxxx
		Title:	Executive Vice President — General Counsel and Secretary

[Signature Page to First Supplemental Indenture — 7.125% Senior Notes due 2024]

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

	CSL NATIONAL, LP, as a Guarantor
		By: CSL NATIONAL GP, LLC, as its general partner
			By:	/s/ Xxxxxx X. Xxxxx
				Name:			Xxxxxx X. Xxxxx
				Title:			Executive Vice President — General Counsel and Secretary
	CSL NORTH CAROLINA REALTY, LP, as a Guarantor
		By: CSL NORTH CAROLINA REALTY GP, LLC, as its general partner
			By:	/s/ Xxxxxx X. Xxxxx
				Name:			Xxxxxx X. Xxxxx
				Title:			Executive Vice President — General Counsel and Secretary
	CSL NORTH CAROLINA SYSTEM, LP, as a Guarantor
		By: CSL NORTH CAROLINA REALTY GP, LLC, as its general partner
			By:	/s/ Xxxxxx X. Xxxxx
				Name:			Xxxxxx X. Xxxxx
				Title:			Executive Vice President — General Counsel and Secretary
	UNITI HOLDINGS LP, as a Guarantor
		By: UNITI HOLDINGS GP LLC, as its general partner
			By:	/s/ Xxxxxx X. Xxxxx
				Name:			Xxxxxx X. Xxxxx
				Title:			Executive Vice President — General Counsel and Secretary

[Signature Page to First Supplemental Indenture — 7.125% Senior Notes due 2024]

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

	UNITI LATAM LP, as a Guarantor
		By: UNITI LATAM GP LLC, as its general partner
			By:	/s/ Xxxxxx X. Xxxxx
				Name:			Xxxxxx X. Xxxxx
				Title:			Executive Vice President — General Counsel and Secretary
	UNITI QRS HOLDINGS LP, as a Guarantor
		By: UNITI QRS Holdings GP LLC, as its general partner
			By:	/s/ Xxxxxx X. Xxxxx
				Name:			Xxxxxx X. Xxxxx
				Title:			Executive Vice President — General Counsel and Secretary

[Signature Page to First Supplemental Indenture — 7.125% Senior Notes due 2024]

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

	XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee
	By:	/s/ Xxxxxxx X. Xxxxxxxx
		Name:	Xxxxxxx X. Xxxxxxxx
		Title:	Vice President

[Signature Page to First Supplemental Indenture — 7.125% Senior Notes due 2024]