T-MOBILE USA, INC. $650,000,000 6.000% Senior Notes due 2024 Purchase AgreementT-Mobile US, Inc. • April 29th, 2016 • Radiotelephone communications • New York
T-Mobile USA, Inc., a Delaware corporation (“Company”), proposes to issue and sell to Deutsche Telekom AG (the “Purchaser”) up to $650,000,000 principal amount of its 6.000% Senior Notes due 2024 (the “Notes”; the Notes together with the Guarantees (as defined below), are referred to herein as the “Securities”). The Securities will be issued under the Indenture, dated as of April 28, 2013 (as previously amended, the “Base Indenture”), as modified by the Twenty-First Supplemental Indenture, dated as of April 1, 2016 (the “Twenty-First Supplemental Indenture”; the Base Indenture as supplemented by the Twenty-First Supplemental Indenture, the “Existing Indenture”), and a supplemental indenture, to be dated as of or prior to the Closing Date (as defined below), and substantially in the form attached hereto as Exhibit A (the “Supplemental Indenture” and, together with the Existing Indenture, the “Indenture”), each among the Company, T-Mobile US, Inc., a Delaware corporation (“Parent”), Deut
