0001283699-14-000053 Sample Contracts

SIXTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • October 28th, 2014 • T-Mobile US, Inc. • Radiotelephone communications • New York

SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”), dated as of August 11, 2014, among T-Mobile Financial LLC (the “Guaranteeing Subsidiary”) (or its permitted successor), T-Mobile USA, Inc., as successor to MetroPCS Wireless Inc. (in such successor capacity, the “Company” pursuant to Section 5.01 of the Indenture referred to herein), the other Guarantors (as defined in the Indenture referred to herein) and Deutsche Bank National Trust Company, as trustee under the Indenture referred to herein (the “Trustee”).

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SIXTEENTH SUPPLEMENTAL INDENTURE
Sixteenth Supplemental Indenture • October 28th, 2014 • T-Mobile US, Inc. • Radiotelephone communications • New York

SIXTEENTH SUPPLEMENTAL INDENTURE (this “Sixteenth Supplemental Indenture”), dated as of August 11, 2014, among T-Mobile USA, Inc. (the “Company”), T-Mobile Financial LLC (the “New Guarantor”), the existing guarantors signatory hereto (the “Existing Guarantors”) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to herein (the “Trustee”).

NINTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • October 28th, 2014 • T-Mobile US, Inc. • Radiotelephone communications • New York

NINTH SUPPLEMENTAL INDENTURE (this “Ninth Supplemental Indenture”), dated as of August 11, 2014, among T-Mobile Financial LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of T-Mobile USA, Inc., a Delaware corporation (“T-Mobile”), T-Mobile, as successor to MetroPCS Wireless, Inc., a Delaware corporation (in such successor capacity, the “Company” pursuant to Section 5.01 of the Indenture referred to herein), the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, N.A., as trustee under the Indenture referred to herein (the “Trustee”).

THIRD AMENDMENT TO THE MASTER RECEIVABLES PURCHASE AGREEMENT
Master Receivables Purchase Agreement • October 28th, 2014 • T-Mobile US, Inc. • Radiotelephone communications • New York

THIS THIRD AMENDMENT TO THE MASTER RECEIVABLES PURCHASE AGREEMENT, dated as of September 29, 2014 (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” and a “Bank Purchaser”), 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).

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