SERIES 2017-VFN NOTE PURCHASE AGREEMENT Dated as of December 20, 2017 among USCC RECEIVABLES FUNDING LLC, as Transferor USCC MASTER NOTE TRUST, as Issuer, USCC SERVICES, LLC, as Servicer UNITED STATES CELLULAR CORPORATION, as Performance Guarantor THE...Note Purchase Agreement • December 22nd, 2017 • United States Cellular Corp • Radiotelephone communications • New York
THIS SERIES 2017-VFN NOTE PURCHASE AGREEMENT, dated as of December 20, 2017, is by and among USCC RECEIVABLES FUNDING LLC, a Delaware limited liability company (the “Transferor”), USCC MASTER NOTE TRUST, a Delaware statutory trust (together with its successors and assigns, the “Issuer”), USCC SERVICES, LLC, a Delaware limited liability company (“USCC SERVICES”), as the servicer (in such capacity, the “Servicer”), UNITED STATES CELLULAR CORPORATION (“USCC”), a Delaware corporation, as the performance guarantor under the Performance Guaranty (in such capacity, the “Performance Guarantor”), the Owners (as hereinafter defined) from time to time party hereto, the Managing Agents for the Ownership Groups from time to time party hereto, and ROYAL BANK OF CANADA (“RBC”), as administrative agent for the Owners (together with its successors in such capacity, the “Administrative Agent”).
USCC MASTER NOTE TRUST AMENDED AND RESTATED TRUST AGREEMENT by and between USCC RECEIVABLES FUNDING LLC, as Transferor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee Dated as of December 20, 2017Trust Agreement • December 22nd, 2017 • United States Cellular Corp • Radiotelephone communications • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”) dated as of December 20, 2017 is made by and between USCC RECEIVABLES FUNDING LLC, a Delaware limited liability company, as transferor (the “Transferor”) and Wilmington Trust, National Association, a national banking association, not in its individual capacity, but solely as owner trustee (together with its successors and permitted assigns, the “Owner Trustee”).
PERFORMANCE GUARANTY AND PARENT UNDERTAKING AGREEMENTPerformance Guaranty and Parent Undertaking Agreement • December 22nd, 2017 • United States Cellular Corp • Radiotelephone communications • New York
This PERFORMANCE GUARANTY AND PARENT UNDERTAKING AGREEMENT, dated as of December 20, 2017 (as amended, restated, supplemented or otherwise modified from time to time, this “Performance Guaranty”), is made by UNITED STATES CELLULAR CORPORATION, a corporation organized under the laws of the State of Delaware, as guarantor (the “Performance Guarantor”) in favor of each Guaranteed Party (as defined below).
USCC MASTER NOTE TRUST Issuer USCC SERVICES, LLC Servicer and U.S. BANK NATIONAL ASSOCIATION Indenture Trustee SERIES 2017-VFN INDENTURE SUPPLEMENT Dated as of December 20, 2017Master Note Trust • December 22nd, 2017 • United States Cellular Corp • Radiotelephone communications • New York
SERIES 2017-VFN INDENTURE SUPPLEMENT, dated as of December 20, 2017 (the “Indenture Supplement”), among USCC MASTER NOTE TRUST, a statutory trust existing under the laws of the State of Delaware (herein, the “Issuer” or the “Trust”), USCC SERVICES, LLC, a Delaware limited liability company, as servicer (the “Servicer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely as the Indenture Trustee (herein, together with its successors and assigns in such capacity, the “Indenture Trustee”) under the Master Indenture, dated as of December 20, 2017 (the “Indenture”), among the Issuer, the Servicer and the Indenture Trustee (the Indenture, together with this Indenture Supplement, the “Agreement”).
USCC MASTER NOTE TRUST, as Issuer, USCC SERVICES, LLC, as Servicer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee MASTER INDENTURE Dated as of December 20, 2017Uscc Master Note • December 22nd, 2017 • United States Cellular Corp • Radiotelephone communications • New York
MASTER INDENTURE, dated as of December 20, 2017 (herein, as amended, modified or supplemented from time to time as permitted hereby, called the “Indenture”), among USCC MASTER NOTE TRUST, a Delaware statutory trust (together with its permitted successors and assigns, the “Issuer”), USCC SERVICES, LLC, a Delaware limited liability company, as Servicer (in such capacity, the “Servicer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee (herein, together with its successors in the trusts hereunder, called the “Indenture Trustee”). This Indenture may be supplemented at any time and from time to time by one or more Indenture Supplements in accordance with Article X hereof (each, an “Indenture Supplement,” and any Indenture Supplement together with this Indenture and amendments hereof and any supplemental indentures hereto collectively referred to as the “Agreement”). If a conflict exists between the terms and provisions of this Indenture and any Inden
