SETTLEMENT AGREEMENT AND AMENDMENT NO. 2 TO MASTER AGREEMENTSettlement Agreement • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications
This SETTLEMENT AGREEMENT AND AMENDMENT NO. 2 TO MASTER AGREEMENT (this “Amendment”), dated and effective as of May 8th, 2014 (the “Effective Date”), is by and among the Persons identified on the signature pages to this Amendment as T-Mobile Contributors (collectively, “T-Mobile Contributors” and each, a “T-Mobile Contributor”), the Persons identified on the signature pages to this Amendment as T-Mobile SPEs (collectively, “T-Mobile SPEs” and each, a “T-Mobile SPE”), T-Mobile USA, Inc., a Delaware corporation (“T-Mobile Parent” and, together with the T-Mobile Contributors and the T-Mobile SPEs, the “T-Mobile Parties”), CCTMO LLC, a Delaware limited liability company (“CCTMO”), CCTM1 LLC (formerly known as T3 Tower 1 LLC) and CCTM2 LLC (formerly known as T3 Tower 2 LLC), each a Delaware limited liability company (collectively, “Sale Site Subsidiaries” and each, a “Sale Site Subsidiary”), and Crown Castle International Corp., a Delaware corporation (“Crown” and, together with CCTMO and t
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AND ADMINISTRATION AGREEMENTReceivables Purchase and Administration Agreement • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications • New York
THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AND ADMINISTRATION AGREEMENT (this “Amendment”), dated as of December 21, 2018 (the “First Amendment Closing Date”), is by and among T-MOBILE HANDSET FUNDING LLC (the “Transferor”), as transferor, T-MOBILE FINANCIAL LLC (“Finco”), individually and as servicer, T-MOBILE US, INC. and T-MOBILE USA, INC., jointly and severally as guarantors (collectively, the “Guarantor”), ROYAL BANK OF CANADA, as Administrative Agent (the “Administrative Agent”), and the various Funding Agents party to the RPAA referenced below.
SECOND AMENDMENT TO SALE SITE MASTER LEASE AGREEMENTSale Site Master Lease Agreement • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications
THIS SECOND AMENDMENT to SALESITE MASTER LEASE AGREEMENT (this “Second Amendment”) is entered into effective as of October 31, 2014 (the “Effective Date”) by and among CCTM1 LLC, a Delaware limited liability company, formerly T3 Tower 1 LLC (“CCTM1”), CCTM2 LLC, a Delaware limited liability company, formerly T3 Tower 2 LLC (“CCTM2”), T-Mobile USA, Inc., a Delaware corporation (“T-Mobile Parent”), and each T-Mobile Collocator entity named on the signature pages below (“T-Mobile Collocators”). Each T-Mobile Collocator, T-Mobile Parent, CCTM1 and CCTM2 may hereinafter be referred to individually as the “Party” or collectively as the “Parties”. T-Mobile West Tower LLC and T-Mobile USA Tower LLC, the “T-Mobile SPEs” in the certain Management Agreement between and among the T-Mobile SPEs, the T-Mobile Contributors, the Tower Operator and the Sale Site Subsidiaries named therein, dated as of November 30, 2012, hereby join in this Second Amendment for the sole purpose of consenting to the form
THIRTY-NINTH SUPPLEMENTAL INDENTURESupplemental Indenture • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications • New York
THIRTY-NINTH SUPPLEMENTAL INDENTURE (this “Thirty-Ninth Supplemental Indenture”), dated as of December 20, 2018, among T-Mobile USA, Inc. (the “Company”), Magenta Ventures 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 below (the “Trustee”).
SECOND AMENDMENT TO THE THIRD AMENDED AND RESTATED MASTER RECEIVABLES PURCHASE AGREEMENTMaster Receivables Purchase Agreement • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications • New York
THIS SECOND AMENDMENT TO THE THIRD AMENDED AND RESTATED MASTER RECEIVABLES PURCHASE AGREEMENT, dated November 21, 2018 (this “Amendment”), is by and among T-MOBILE AIRTIME FUNDING LLC (“T-Mobile Funding” or the “Funding Seller”); BILLING GATE ONE LLC (the “Purchaser”); LANDESBANK HESSEN-THÜRINGEN GIROZENTRALE (“Helaba” or, in its capacity as Bank Purchasing Agent on behalf of the Bank Purchasers, the “Bank Purchasing Agent” and a “Co-Agent”); MUFG BANK (EUROPE) N.V. GERMANY BRANCH, (“MUFG” or, in its capacity as Bank Collections Agent on behalf of the Bank Purchasers, the “Bank Collections Agent” and a “Co-Agent”); T-MOBILE PCS HOLDINGS LLC, as Servicer (“T-Mobile PCS Holdings” or the “Servicer”); and T-MOBILE US, INC., a Delaware corporation (“TMUS”) and T-MOBILE USA, INC., a Delaware corporation (“TMUSA”) (collectively, the “Performance Guarantor”).
SECOND AMENDMENT TO MPL SITE MASTER LEASE AGREEMENTMPL Site Master Lease Agreement • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications
THIS SECOND AMENDMENT to MPL SITE MASTER LEASE AGREEMENT (this “Second Amendment”) is entered into effective as of October 31, 2014 (the “Effective Date”) by and among CCTMO LLC, a Delaware limited liability company (“CCTMO”), T-Mobile USA, Inc., a Delaware corporation (“T-Mobile Parent”), and each T-Mobile Collocator entity named on the signature pages below (“T-Mobile Collocators”). Each T-Mobile Collocator, T-Mobile Parent and CCTMO may hereinafter be referred to individually as the “Party” or collectively as the “Parties”. T-Mobile West Tower LLC and T-Mobile USA Tower LLC, the “T-Mobile SPEs” in the certain Management Agreement between and among the T-Mobile SPEs, the T-Mobile Contributors, the Tower Operator and the Sale Site Subsidiaries named therein, dated as of November 30, 2012, hereby join in this Second Amendment for the sole purpose of consenting to the form of T-Mobile Tower Equipment Approval and the process for its use as described herein with respect to Managed Sites
SETTLEMENT TECHNICAL CLOSING AGREEMENTSettlement Agreement • February 7th, 2019 • T-Mobile US, Inc. • Radiotelephone communications • New York
This SETTLEMENT TECHNICAL CLOSING AGREEMENT (this “Agreement”), dated as of October 1, 2014 (the “Settlement Technical Closing Date”), is by and among the Persons identified on the signature page to this Agreement as T-Mobile Contributors (collectively, the “T-Mobile Contributors” and each, a “T-Mobile Contributor”), the Persons identified on the signature page to this Agreement as T-Mobile SPEs (collectively, the “T-Mobile SPEs” and each, a “T-Mobile SPE”), T-Mobile USA, Inc., a Delaware corporation (“T-Mobile Parent” and, together with the T-Mobile Contributors and the T-Mobile SPEs, the “T-Mobile Parties”), CCTMO LLC, a Delaware limited liability company (“CCTMO”), CCTM1 LLC (formerly known as T3 Tower 1 LLC) and CCTM2 LLC (formerly known as T3 Tower 2 LLC), each a Delaware limited liability company (together, the “Sale Site Subsidiaries” and each, a “Sale Site Subsidiary”), and Crown Castle International Corp., a Delaware corporation (“Crown” and, collectively with CCTMO and the Sa
