BROADVIEW NETWORKS HOLDINGS, INC. as Issuer the guarantors named herein and THE BANK OF NEW YORK as Trustee SUPPLEMENTAL INDENTURE Dated as of May 14, 2007 113/8% Senior Secured Notes due 2012

Exhibit 4.7

[EXECUTION COPY]

BROADVIEW NETWORKS HOLDINGS, INC.
as Issuer

the guarantors named herein

and

THE BANK OF NEW YORK
as Trustee

SUPPLEMENTAL INDENTURE

Dated as of May 14, 2007

11³/⁸% Senior Secured Notes due 2012

SUPPLEMENTAL INDENTURE, dated as of May 14, 2007, among Broadview Networks Holdings, Inc. (the “Company”), the Guarantors (as defined herein) and The Bank of New York, as Trustee.

RECITALS

WHEREAS, the Company, the Guarantors party thereto (the “Guarantors”) and the Trustee have entered into an Indenture, dated as of August 23, 2006 (as supplemented on September 29, 2006, the “Indenture”), pursuant to which the Company has issued $210 million aggregate principal amount of 11³/⁸% Senior Secured Notes due 2012 (the “Notes”) and the Guarantors previously have jointly and severally guaranteed on a senior secured basis (the “Guarantees”) certain obligations of the Company in respect of the Notes pursuant to the Indenture;

WHEREAS, Section 9.01(4) of the Indenture provides, among other things, that the Company, the Guarantors and the Trustee may amend or supplement the Indenture in order to make any modification that does not adversely affect the legal rights of any Holder under the Indenture, the Notes or the Guarantees without the consent of the Holders of the Notes;

WHEREAS, the modifications herein shall not adversely affect the legal rights of any Holder;

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, the Guarantors and the Trustee have been done to make this Supplemental Indenture a valid and binding agreement of the Company, the Guarantors and the Trustee, in accordance with its terms:

ARTICLE 1

SECTION 1.01. Supplemental Indenture.

This Supplemental Indenture is supplemental to the Indenture and does and shall be deemed to form a part of, and shall be construed in connection with and as part of, the Indenture for any and all purposes. This Supplemental Indenture shall become effective immediately upon its execution and delivery by each of the Company, the Guarantors and the Trustee.

ARTICLE 2

SECTION 2.01. Amendment to Indenture.

The Indenture is hereby amended as follows:

(a) A new Section 3.09 is hereby added as follows:

SECTION 3.09. InfoHighway Escrow Redemption.

If the InfoHighway Escrow Redemption Date shall occur prior to the satisfaction of the InfoHighway Conditions for Release, the Company shall redeem all of the New Notes on the InfoHighway Escrow Redemption Date at 105.750% of their principal amount, plus accrued and unpaid interest thereon from March 1, 2007 to the InfoHighway Escrow Redemption Date.

Other than as specifically provided in this Section 3.09, any redemption pursuant to this Section 3.09 shall be made pursuant to the provisions of Sections 3.01 through 3.07 hereof.

As used in this Section 3.09:

“InfoHighway” means Eureka Broadband Corporation, d/b/a InfoHighway Communications, a Delaware corporation.

“InfoHighway Conditions for Release” means the satisfaction of the conditions specified in Section 1.3 (a) of the InfoHighway Escrow Agreement.

“InfoHighway Escrow Agreement” means the Escrow Agreement, dated May 14, 2007, by and among The Bank of New York, as escrow agent and Trustee, and the Company.

“InfoHighway Escrow Redemption Date” means:

(1) August 31, 2007; or

(2) if earlier, the date that is the tenth (10^th) Business Day following the date on which the Company shall have notified the Trustee in writing that the InfoHighway Merger has been terminated.

“InfoHighway Merger” means the merger of Eureka Acquisition Corporation, a wholly-owned subsidiary of the Company (“Eureka Acquisition”) with and into InfoHighway with InfoHighway continuing as the surviving corporation pursuant to the terms of the that certain agreement and plan of merger, dated as of February 23, 2007 among the Company, Eureka Acquisition, InfoHighway, certain significant shareholders of InfoHighway and the agent for the shareholders of InfoHighway.

“New Notes” means the $90.0 million aggregate principal amount of Notes issued by the Company on May 14, 2007.

ARTICLE 3

SECTION 3.01. Notes and Guarantees.

Except as specifically modified herein, the Indenture, the Notes and the Guarantees are in all respects ratified and confirmed (mutatis mutandis) and shall remain in full force and effect in

accordance with their terms with all capitalized terms used herein without definition having the same respective meanings ascribed to them as in the Indenture.

SECTION 3.02. Trustee.

Except as otherwise expressly provided herein, no duties, responsibilities or liabilities are assumed, or shall be construed to be assumed, by the Trustee by reason of this Supplemental Indenture. This Supplemental Indenture is executed and accepted by the Trustee subject to all the terms and conditions set forth in the Indenture with the same force and effect as if those terms and conditions were repeated at length herein and made applicable to the Trustee with respect hereto. The Trustee makes no representation as to the validity or sufficiency of this Supplemental Indenture. The recitals and statements herein are deemed to be those of the Company and the Guarantors and not of the Trustee.

ARTICLE 4

SECTION 4.01. Governing Law.

THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

SECTION 4.02. Successors.

All agreements of the Company and the Guarantors in this Supplemental Indenture shall bind their successors. All agreements of the Trustee in this Supplemental Indenture shall bind its successors.

SECTION 4.03. Duplicate Originals.

All parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together shall represent the same agreement.

[remainder of page intentionally left blank]

SIGNATURES

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed, all as of the date first written above.


THE COMPANY: BROADVIEW NETWORKS HOLDINGS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Chief Financial Officer, Treasurer and Assistant Secretary


GUARANTORS: BRIDGECOM HOLDINGS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BRIDGECOM INTERNATIONAL, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BRIDGECOM SOLUTIONS GROUP, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


TRUCOM CORPORATION
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary

Supplemental Indenture


OPEN SUPPORT SYSTEMS, LLC
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BROADVIEW NP ACQUISITION CORP.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BROADVIEW NETWORKS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BROADVIEW NETWORKS OF MASSACHUSETTS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BROADVIEW NETWORKS OF VIRGINIA, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


BV-BC ACQUISITION CORP.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


ATX COMMUNICATIONS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Chief Financial Officer

Supplemental Indenture


CORECOMM-ATX, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


ATX LICENSING, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


ATX TELECOMMUNICATIONS SERVICES OF VIRGINIA, LLC
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CORECOMM SERVICES, LLC
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CORECOMM COMMUNICATIONS, LLC
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL ILLINOIS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary

Supplemental Indenture


CCL HISTORICAL INDIANA, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL MARYLAND, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL MASSACHUSETTS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL MICHIGAN, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL MISSOURI, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL NEW JERSEY, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL NEW YORK, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary

Supplemental Indenture


CCL HISTORICAL OHIO, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL PENNSYLVANIA, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL RHODE ISLAND, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL VERMONT, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CCL HISTORICAL WEST VIRGINIA, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CORECOMM NEWCO, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


FCC HOLDCO I, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary

Supplemental Indenture


CORECOMM-VOYAGER, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


VOYAGER INFORMATION NETWORKS, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


XXXXXXXXX COMMUNICATIONS CORP.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


CORECOMM INTERNET GROUP, INC.
By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Treasurer and Assistant Secretary


TRUSTEE THE BANK OF NEW YORK as Trustee
By:	/s/ Xxxxxx X. Xxxxxxx
	Name:	Xxxxxx X. Xxxxxxx
	Title:	Vice President

Supplemental Indenture

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BROADVIEW NETWORKS HOLDINGS, INC. as Issuer the guarantors named herein and THE BANK OF NEW YORK as Trustee SUPPLEMENTAL INDENTURE Dated as of May 14, 2007 113/8% Senior Secured Notes due 2012

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