GUARANTEE AND COLLATERAL AGREEMENT made by SPRINT SPECTRUM PLEDGECO LLC, SPRINT SPECTRUM PLEDGECO II LLC, SPRINT SPECTRUM PLEDGECO III LLC, SPRINT SPECTRUM LICENSE HOLDER LLC, SPRINT SPECTRUM LICENSE HOLDER II LLC AND SPRINT SPECTRUM LICENSE HOLDER...Guarantee and Collateral Agreement • November 2nd, 2016 • SPRINT Corp • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 2nd, 2016 Company Industry JurisdictionGUARANTEE AND COLLATERAL AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of October 27, 2016 made by SPRINT SPECTRUM PLEDGECO LLC, a Delaware limited liability company (“PledgeCo I”), SPRINT SPECTRUM PLEDGECO II LLC, a Delaware limited liability company (“PledgeCo II”), SPRINT SPECTRUM PLEDGECO III LLC, a Delaware limited liability company (and together with PledgeCo I and PledgeCo II, the “PledgeCos” and each, a “PledgeCo”), SPRINT SPECTRUM LICENSE HOLDER LLC, a Delaware limited liability company (“License Holder I”), SPRINT SPECTRUM LICENSE HOLDER II LLC, a Delaware limited liability company (“License Holder II”), SPRINT SPECTRUM LICENSE HOLDER III LLC, a Delaware limited liability company (and together with License Holder I and License Holder II, the “License Holders” and each, a “License Holder”, the License Holders together with the PledgeCos, the “Guarantors” and each, a “Guarantor”) in favor of DEUTSCHE BANK TRUST COMPANY
SPRINT SPECTRUM CO LLC, SPRINT SPECTRUM CO II LLC, SPRINT SPECTRUM CO III LLC, as Issuers, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Securities Intermediary BASE INDENTURE Dated as of October 27, 2016 Asset Backed Notes (Issuable in Series)Base Indenture • November 2nd, 2016 • SPRINT Corp • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 2nd, 2016 Company Industry JurisdictionBASE INDENTURE, dated as of October 27, 2016, by and among SPRINT SPECTRUM CO LLC, a Delaware limited liability company (the “Master Issuer”), SPRINT SPECTRUM CO II LLC, a Delaware limited liability company (“Co-Issuer II”) and SPRINT SPECTRUM CO III LLC, a Delaware limited liability company (“Co-Issuer III” and, together with Co-Issuer II and the Master Issuer, the “Issuers”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity by solely as trustee and as securities intermediary.
SPRINT SPECTRUM CO LLC, SPRINT SPECTRUM CO II LLC, SPRINT SPECTRUM CO III LLC, as Issuers, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Securities Intermediary SERIES 2016-1 SUPPLEMENT Dated as of October 27, 2016 to BASE INDENTURE Dated...Series Supplement • November 2nd, 2016 • SPRINT Corp • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 2nd, 2016 Company Industry JurisdictionSERIES 2016-1 SUPPLEMENT, dated as of October 27, 2016 (this “Series Supplement”), by and among SPRINT SPECTRUM CO LLC (the “Master Issuer”), SPRINT SPECTRUM CO II LLC (“Co-Issuer II”), SPRINT SPECTRUM CO III LLC (“Co-Issuer III” and, together with Co-Issuer II and the Master Issuer, the “Issuers”), each a Delaware limited liability company and DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as trustee (in such capacity, the “Trustee”) and as the securities intermediary (in such capacity the “Securities Intermediary”), to the Base Indenture, dated as of the date hereof, by and between the Issuers and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Securities Intermediary (as amended, modified or supplemented from time to time, exclusive of Series Supplements, the “Base Indenture”).
INTRA-COMPANY SPECTRUM LEASE AGREEMENT by and among SPRINT SPECTRUM LICENSE HOLDER LLC, SPRINT SPECTRUM LICENSE HOLDER II LLC, SPRINT SPECTRUM LICENSE HOLDER III LLC, SPRINT COMMUNICATIONS, INC., SPRINT INTERMEDIATE HOLDCO LLC, SPRINT INTERMEDIATE...Intra-Company Spectrum Lease Agreement • November 2nd, 2016 • SPRINT Corp • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 2nd, 2016 Company Industry JurisdictionThis Intra-Company Spectrum Lease Agreement (as amended, supplemented or otherwise modified from time to time, this “Lease Agreement”) is entered into as of October 27, 2016, by and among Sprint Spectrum License Holder LLC (“License Holder I”), Sprint Spectrum License Holder II LLC (“License Holder II”), Sprint Spectrum License Holder III LLC (“License Holder III” and, together with License Holder I and License Holder II, “Lessors” and each, a “Lessor”), Sprint Communications, Inc. (“Lessee”), Sprint Intermediate HoldCo LLC (“Intermediate HoldCo I”), Sprint Intermediate HoldCo II LLC (“Intermediate HoldCo II”) and Sprint Intermediate HoldCo III LLC (“Intermediate HoldCo III” and, together with Intermediate HoldCo I and Intermediate HoldCo II, “Intermediate HoldCos” and each, an “Intermediate HoldCo”), Sprint Corporation, a Delaware corporation, and the entities named on the signature pages hereto as Subsidiary Guarantors and from time to time becoming a guarantor in accordance with thi