THIRD SUPPLEMENTAL INDENTURE
Exhibit 10.19(d)
THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of December 23, 2010, among MetroPCS Networks, LLC, a Delaware limited liability company (formerly known as Royal Street Communications, LLC), MetroPCS Networks California, LLC, a Delaware limited liability company (formerly known as Royal Street Communications California, LLC), MetroPCS Networks Florida, LLC, a Delaware limited liability company (formerly known as Xxxxx Xxxxxx Xxxxxxxxxxxxxx Xxxxxxx, LLC) (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of MetroPCS Wireless, Inc., a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Supplemental Indenture referred to herein) and Xxxxx Fargo Bank, N.A., as trustee under the Supplemental Indenture referred to below (the “Trustee”).
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Third Supplemental Indenture.
3. NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, member, manager, partner, employee, incorporator, stockholder or agent of any Guaranteeing Subsidiary, as such, shall have any liability for any obligations of the Company or any Guaranteeing Subsidiary under the Notes, any Note Guarantees, the Indenture or this Third 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.
4. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS THIRD 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.
5. COUNTERPARTS. The parties may sign any number of copies of this Third Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.
7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Third Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Company.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto have caused this Third Supplemental Indenture to be duly executed and attested, all as of the date first above written.
Dated: December 23, 2010
METROPCS NETWORKS, LLC | ||||
METROPCS NETWORKS CALIFORNIA, LLC | ||||
METROPCS NETWORKS FLORIDA, LLC | ||||
By: |
/s/ Xxxxx X. Xxxxxxxx | |||
Name: |
Xxxxx X. Xxxxxxxx | |||
Title: |
President and Chief Executive Officer | |||
METROPCS WIRELESS, INC. | ||||
By: |
/s/ Xxxxx X. Xxxxxxxx | |||
Name: |
Xxxxx X. Xxxxxxxx | |||
Title: |
President and Chief Executive Officer | |||
METROPCS AWS, LLC | ||||
METROPCS CALIFORNIA, LLC | ||||
METROPCS COMMUNICATIONS, INC. | ||||
METROPCS FLORIDA, LLC | ||||
METROPCS GEORGIA, LLC | ||||
METROPCS, INC. | ||||
METROPCS MASSACHUSETTS, LLC | ||||
METROPCS MICHIGAN, INC. | ||||
METROPCS NEVADA, LLC | ||||
METROPCS NEW YORK, LLC | ||||
METROPCS PENNSYLVANIA, LLC | ||||
METROPCS TEXAS, LLC | ||||
METROPCS 700 MHz, LLC | ||||
By: |
/s/ Xxxxx X. Xxxxxxxx | |||
Name: |
Xxxxx X. Xxxxxxxx | |||
Title: |
President and Chief Executive Officer | |||
XXXXX FARGO BANK, N.A., | ||||
as Trustee | ||||
By: |
/s/ Xxxx X. Xxxxxxx | |||
Name: |
Xxxx X. Xxxxxxx | |||
Title: |
Vice President |
Signature Page to Third Supplemental Indenture