CREDIT AGREEMENT Dated as of May 1, 2013 among T-MOBILE USA, INC., as Borrower, DEUTSCHE TELEKOM AG, as a Lender, the other Lenders party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.Credit Agreement • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
CREDIT AGREEMENT, dated as of May 1, 2013, by and among T-MOBILE USA, INC., a Delaware corporation (the “Borrower”), DEUTSCHE TELEKOM AG, an Aktiengesellschaft organized and existing under the laws of the Federal Republic of Germany (“DT”), as the initial Lender, the other Lenders party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity and together with its successors in such capacity, the “Administrative Agent”).
T-MOBILE USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO 6.464% SENIOR NOTES DUE 2019 SIXTH SUPPLEMENTAL INDENTURE Dated as of April 28, 2013 DEUTSCHE BANK TRUST COMPANY AMERICAS as TrusteeT-Mobile US, Inc. • May 2nd, 2013 • Radiotelephone communications • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”), dated as of April 28, 2013 (the “Issue Date”), among T-Mobile USA, Inc., a Delaware corporation, the Guarantors party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
T-MOBILE USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO SENIOR RESET NOTES DUE 2020 SECOND SUPPLEMENTAL INDENTURE Dated as of April 28, 2013 DEUTSCHE BANK TRUST COMPANY AMERICAS as TrusteeT-Mobile US, Inc. • May 2nd, 2013 • Radiotelephone communications • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of April 28, 2013 (the “Issue Date”), among T-Mobile USA, Inc., a Delaware corporation, the Guarantors party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
STOCKHOLDER’S AGREEMENT by and between DEUTSCHE TELEKOM AG and METROPCS COMMUNICATIONS, INC. DATED AS OF APRIL 30, 2013’s Agreement • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • Delaware
STOCKHOLDER’S AGREEMENT, dated as of April 30, 2013 (this “Agreement”), by and between DEUTSCHE TELEKOM AG, an Aktiengesellschaft organized and existing under the Laws of the Federal Republic of Germany (the “Stockholder”), and METROPCS COMMUNICATIONS, INC., a Delaware corporation (the “Company”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to such terms in that certain Business Combination Agreement, dated as of October 3, 2012 (the “Business Combination Agreement”), by and among the Stockholder, the Company, T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH (“Holding”), and T-Mobile USA, Inc. (“TMUS”).
EMPLOYMENT TERMS FOR CHIEF FINANCIAL OFFICER OF T-MOBILE US, Inc. (Post-Close) BRAXTON CARTERT-Mobile US, Inc. • May 2nd, 2013 • Radiotelephone communications
This offer letter confirms our understanding and agreement about your role and compensation opportunities with T-Mobile following the Closing. DT will use its reasonable best efforts to cause the terms of this offer letter to be approved as soon as practicable following the Closing by T-Mobile’s compensation committee or board (referred to in this letter as the “Compensation Committee”). The terms of this offer letter are conditioned on such approval. In addition, this offer letter is conditioned on the Closing. If the Closing does not occur, this offer letter will be automatically canceled and void.
T-MOBILE USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO INDENTURE Dated as of April 28, 2013 DEUTSCHE BANK TRUST COMPANY AMERICAS as TrusteeIndenture • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
INDENTURE (this “Base Indenture”), dated as of April 28, 2013, between T-Mobile USA, Inc., a Delaware corporation, the Guarantors party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is effective as of [date], by and among T-Mobile US, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
ContractSeventh Supplemental Indenture • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
SEVENTH SUPPLEMENTAL INDENTURE (this “Seventh Supplemental Indenture”), dated as of May 1, 2013, among T-Mobile USA, Inc. (“TMUS”), the new Guarantors party hereto (the “New Guarantors”), the existing Guarantors party hereto (the “Existing Guarantors”), and Wells Fargo Bank, N.A., as trustee under the Indenture referred to below (the “Trustee”).
ContractFourth Supplemental Indenture • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of May 1, 2013, among T-Mobile USA, Inc. (“TMUS”), the new Guarantors party hereto (the “New Guarantors”), the existing Guarantors party hereto (the “Existing Guarantors”), and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
OFFER LETTER FOR SVP, HUMAN RESOURCES OF METROPCS (Post-Close) TOM CURRIER April 30, 2013T-Mobile US, Inc. • May 2nd, 2013 • Radiotelephone communications
This offer letter confirms our understanding and agreement about your role and compensation with MetroPCS Texas, LLC (“Metro Texas”), a wholly-owned subsidiary of T-Mobile, immediately following the Closing.
ContractEleventh Supplemental Indenture • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
ELEVENTH SUPPLEMENTAL INDENTURE (this “Eleventh Supplemental Indenture”), dated as of May 1, 2013, among T-Mobile USA, Inc. (the “Company”), the new Guarantors party hereto (the “New Guarantors”), the existing Guarantors party hereto (the “Existing Guarantors”), and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
T-MOBILE USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO SENIOR RESET NOTES DUE 2022 FOURTH SUPPLEMENTAL INDENTURE Dated as of April 28, 2013 DEUTSCHE BANK TRUST COMPANY AMERICAS as TrusteeFourth Supplemental Indenture • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of April 28, 2013 (the “Issue Date”), among T-Mobile USA, Inc., a Delaware corporation, the Guarantors party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
NOTEHOLDER AGREEMENT by and between DEUTSCHE TELEKOM AG and T-MOBILE USA, INC. DATED AS OF APRIL 28, 2013Noteholder Agreement • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications • New York
NOTEHOLDER AGREEMENT, dated as of April 28, 2013 (this “Agreement”), by and between DEUTSCHE TELEKOM AG, an Aktiengesellschaft organized and existing under the Laws of the Federal Republic of Germany (“DT”), and T-MOBILE USA, INC., a Delaware corporation (the “Company”, as further defined below).
License Agreement betweenLicense Agreement • May 2nd, 2013 • T-Mobile US, Inc. • Radiotelephone communications
DT has developed a group branding strategy with a joint corporate identity, a joint corporate design, a standardized market appearance and a standardized trademark image. Several of the designations licensed under this Agreement represent the corporate identity of the DT group of companies.
