T-MOBILE USA, INC. Underwriting AgreementUnderwriting Agreement • November 5th, 2015 • T-Mobile US, Inc. • Radiotelephone communications • New York
T-Mobile USA, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $2,000,000,000 aggregate principal amount of its 6.500% Senior Notes due 2026 (the “Notes” and, together with the Guarantees (as defined below), the “Securities”). The Securities will be issued under the Indenture, dated as of April 28, 2013 (the “Base Indenture”), and a supplemental indenture with respect to the Notes to be dated as of November 5, 2015 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), among the Company, T-Mobile US, Inc., a Delaware corporation (“Parent”), Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), and the Guarantors (as defined below).
ContractCredit Agreement • November 5th, 2015 • T-Mobile US, Inc. • Radiotelephone communications • New York
AMENDMENT NO. 3 (this “Amendment”), dated as of November 2, 2015, by and among T-MOBILE USA, INC., a Delaware corporation (the “Borrower”), T-MOBILE US, INC., a Delaware corporation (“Parent”), and each of the Subsidiaries (as defined in the Credit Agreement defined below) of Parent signatory hereto, DEUTSCHE TELEKOM AG, an Aktiengesellschaft organized and existing under the laws of the Federal Republic of Germany (“DT”), as the initial Lender, the other Lenders signatory hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity and together with its successors in such capacity, the “Administrative Agent”), to that certain Credit Agreement, dated as of May 1, 2013, by and among the Borrower, DT, as initial lender, and the other financial institutions and entities from time to time parties thereto (the “Lenders”), and the Administrative Agent (as amended, supplemented, amended and restated or otherwise modified prior to the date hereof, the “Credit Agreement”). Ca
OCTOBER 2015 AMENDMENT TO THE MASTER RECEIVABLES PURCHASE AGREEMENTMaster Receivables Purchase Agreement • November 5th, 2015 • T-Mobile US, Inc. • Radiotelephone communications • New York
THIS OCTOBER 2015 AMENDMENT TO THE MASTER RECEIVABLES PURCHASE AGREEMENT, dated as of October 30, 2015 (this “Amendment”), is entered into by and among T-MOBILE AIRTIME FUNDING LLC, a Delaware limited liability company, as funding seller (the “Funding Seller”), BILLING GATE ONE LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), LANDESBANK HESSEN-THÜRINGEN GIROZENTRALE, a public law corporation incorporated under the laws of Germany, as bank purchasing agent and a bank purchaser (the “Bank Purchasing Agent”), T-MOBILE PCS HOLDINGS LLC, a Delaware limited liability company, as servicer (the “Servicer”), and T-MOBILE US, INC., a Delaware corporation, as performance guarantor (the “Performance Guarantor” or “TMUS”). Capitalized terms used and not otherwise defined herein are used as defined in the Master Receivables Purchase Agreement (as defined below).
T-MOBILE USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO 6.500% SENIOR NOTES DUE 2026 TWENTIETH SUPPLEMENTAL INDENTURE Dated as of November 5, 2015 DEUTSCHE BANK TRUST COMPANY AMERICAS as TrusteeTwentieth Supplemental Indenture • November 5th, 2015 • T-Mobile US, Inc. • Radiotelephone communications • New York
TWENTIETH SUPPLEMENTAL INDENTURE (this “Twentieth Supplemental Indenture”), dated as of November 5, 2015 (the “Series Issue Date”), among T-Mobile USA, Inc., a Delaware corporation (the “Company”), the Guarantors party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
