0001283699-15-000010 Sample Contracts

FIRST AMENDED AND RESTATED GUARANTEE FACILITY AGREEMENT
Guarantee Facility Agreement • February 19th, 2015 • T-Mobile US, Inc. • Radiotelephone communications • New York

WHEREAS the Company, the Funding Seller and the Bank (collectively, the Parties) are parties to that certain Guarantee Facility Agreement, dated as of February 26, 2014 (the Original Agreement); and

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JOINDER AND FIRST AMENDMENT
Conveyancing Agreement • February 19th, 2015 • T-Mobile US, Inc. • Radiotelephone communications

THIS JOINDER AND FIRST AMENDMENT TO THE RECEIVABLES SALE AND CONVEYANCING AGREEMENT (this “Amendment”), dated as of November 28, 2014, is entered into by and among:

FIRST AMENDMENT
First Amendment • February 19th, 2015 • T-Mobile US, Inc. • Radiotelephone communications

THIS FIRST AMENDMENT TO THE RECEIVABLES SALE AND CONTRIBUTION AGREEMENT (this “Amendment”), dated as of November 28, 2014, is entered into by and among T-Mobile PCS Holdings LLC, a Delaware limited liability company (“T-Mobile PCS Holdings”), and T-Mobile Airtime Funding LLC, a Delaware limited liability (the “Funding Purchaser”).

FOURTH AMENDMENT TO THE MASTER RECEIVABLES PURCHASE AGREEMENT
Master Receivables Purchase Agreement • February 19th, 2015 • T-Mobile US, Inc. • Radiotelephone communications • New York

THIS FOURTH AMENDMENT TO THE MASTER RECEIVABLES PURCHASE AGREEMENT, dated as of November 28, 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”), 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 Agreement (as defined below).

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