CommScope Holding Company, Inc. Sample Contracts

COMMSCOPE HOLDING COMPANY, INC. 20,000,000 Shares of Common Stock, $0.01 par value Underwriting Agreement
CommScope Holding Company, Inc. • May 4th, 2016 • Radio & tv broadcasting & communications equipment • New York

The Company and CommScope, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (the “Purchaser”), and TE Connectivity Ltd., a Swiss corporation (the “Seller”), entered into a stock and asset purchase agreement dated as of January 27, 2015 (the “Purchase Agreement”), pursuant to which the Purchaser agreed to acquire the Seller’s Broadband Network Solutions business unit through a combination of stock and asset purchases. Upon the terms and conditions set forth in the Purchase Agreement, the Purchaser agreed to purchase the Conveyed Companies (as such term is defined in the Purchase Agreement) and the Purchased Assets (as such term is defined in the Purchase Agreement, and together with the Conveyed Companies, the “BNS Business”).

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COMMSCOPE HOLDING COMPANY, INC. 19,716,970 Shares of Common Stock, $0.01 par value Underwriting Agreement
CommScope Holding Company, Inc. • November 14th, 2016 • Radio & tv broadcasting & communications equipment • New York

The Company and CommScope, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (the “Purchaser”), and TE Connectivity Ltd., a Swiss corporation (the “Seller”), entered into a stock and asset purchase agreement dated as of January 27, 2015 (the “Purchase Agreement”), pursuant to which the Purchaser agreed to acquire the Seller’s Broadband Network Solutions business unit through a combination of stock and asset purchases. Upon the terms and conditions set forth in the Purchase Agreement, the Purchaser agreed to purchase the Conveyed Companies (as such term is defined in the Purchase Agreement) and the Purchased Assets (as such term is defined in the Purchase Agreement, and together with the Conveyed Companies, the “BNS Business”).

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COMMSCOPE, INC. as Issuer and the Guarantors party hereto 4.750% Senior Secured Notes due 2029 INDENTURE Dated as of August 23, 2021 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Agent
CommScope Holding Company, Inc. • August 23rd, 2021 • Radio & tv broadcasting & communications equipment • New York

INDENTURE, dated as of August 23, 2021, as amended or supplemented from time to time (this “Indenture”), among COMMSCOPE, INC., a corporation organized under the laws of the State of Delaware (the “Issuer”), the Guarantors (as defined herein) from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Collateral Agent”).

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CREDIT AGREEMENT Dated as of January 14, 2011 among CEDAR I MERGER SUB, INC., as the Borrower, CEDAR I HOLDING COMPANY, INC., as Holdings, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, The Other Lenders Party Hereto, and...
Credit Agreement • August 2nd, 2013 • CommScope Holding Company, Inc. • Delaware

This CREDIT AGREEMENT (as amended, restated, supplemented, waived, replaced (whether or not upon termination, and whether with the original lenders or otherwise) (this “Agreement”) is entered into as of January 14, 2011 among CEDAR I MERGER SUB, INC. (“Merger Sub” and, at any time prior to the consummation of the Merger (as defined below), the “Borrower”), a Delaware corporation to be merged with and into COMMSCOPE, INC., a Delaware corporation (the “Company” and, upon and at any time after the consummation of the Merger, the “Borrower”), CEDAR I HOLDING COMPANY, INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), J.P. MORGAN SECURITIES LLC, as Arranger and Sole Bookrunner (“J.P. Morgan”), and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Administrative Agent and Collateral Agent (in such capacity, the “Agent”).

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EMPLOYMENT AGREEMENT
Employment Agreement • October 1st, 2020 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • North Carolina

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of October 1, 2020 (the “Effective Date”) by and between Charles L. Treadway (“Employee”) and CommScope, Inc., a Delaware corporation (the “Company”).

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AMENDMENT NO. 2 TO CREDIT AGREEMENT
Term Loan Credit Agreement • August 3rd, 2023 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

This TERM LOAN CREDIT AGREEMENT dated as of April 4, 2019 (as amended by the Amendment Agreement, dated as of August 11, 2021, as amended by Amendment No. 2, dated as of June 8, 2023, and as further amended, restated, supplemented, waived, replaced (whether or not upon termination, and whether with the original lenders or otherwise) this “Agreement”) among COMMSCOPE, INC., a Delaware corporation (the “Borrower”), COMMSCOPE HOLDING COMPANY, INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Administrative Agent and Collateral Agent and the lead arrangers, bookrunners and other agents from time to time party hereto.

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COMMSCOPE HOLDING COMPANY, INC. [—] Shares of Common Stock, $0.01 par value Underwriting Agreement
CommScope Holding Company, Inc. • June 2nd, 2014 • Radio & tv broadcasting & communications equipment • New York

Carlyle-CommScope Holdings, L.P. (the “Selling Stockholder”), a stockholder of CommScope Holding Company, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [—] shares of Common Stock, par value $0.01 per share, of the Company (the “Underwritten Shares”). In addition, the Selling Stockholder proposes to sell, at the option of the Underwriters, up to an additional [—] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

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REGISTRATION RIGHTS AGREEMENT by and between COMMSCOPE HOLDING COMPANY, INC. and CARLYLE PARTNERS VII S1 HOLDINGS, L.P. Dated as of April 4, 2019
Registration Rights Agreement • April 4th, 2019 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • Delaware

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of April 4, 2019, by and among COMMSCOPE HOLDING COMPANY, INC., a Delaware corporation (the “Company”), and CARLYLE PARTNERS VII S1 HOLDINGS, L.P. (together with its successors and assigns, the “Investor”). Capitalized terms used but not defined elsewhere herein are defined in Exhibit A. The Investor and any other party that may become a party hereto pursuant to Section 4.1 are referred to collectively as the “Stockholders” and individually each as a “Stockholder”.

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SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT BY AND AMONG COMMSCOPE HOLDING COMPANY, INC., THE MANAGEMENT STOCKHOLDERS AND CARLYLE-COMMSCOPE HOLDINGS, L.P. NOVEMBER 12, 2015
Stockholders Agreement • November 12th, 2015 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • Delaware

This Seconded Amended and Restated Stockholders Agreement (this “Agreement”) is made as of November 12, 2015 by and among CommScope Holding Company, Inc., a Delaware corporation (“Company”), the individuals identified on Schedule A as Management Stockholders (collectively, the “Management Stockholders”), Carlyle-CommScope Holdings, L.P. (the “Initial Carlyle Stockholder”), and any other stockholder who from time to time becomes party to this Agreement by execution of a joinder agreement substantially in the form of Exhibit A (a “Joinder Agreement”). For purposes of this Agreement, a stockholder who joins this Agreement pursuant to a Joinder Agreement shall be included in the term “Management Stockholder” or “Carlyle Stockholder” as specified in the applicable Joinder Agreement.

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INTERCREDITOR AGREEMENT
Intercreditor Agreement • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

This INTERCREDITOR AGREEMENT (“Agreement”), is dated as of January 14, 2011, and entered into by and among Cedar I Merger Sub, Inc. (“MergerSub”), CommScope, Inc., a Delaware corporation (the “Parent Borrower”), Cedar I Holding Company, Inc. (“Holdings”), the certain Subsidiaries of Holdings that become a party hereto from time to time as a Guarantor, JPMORGAN CHASE BANK, N.A. (“JPMorgan”), in its capacity as administrative agent for the holders of the Revolving Credit Obligations (as defined below) (together with its permitted successors and assigns, the “Revolving Credit Administrative Agent”) and as collateral agent for the holders of the Revolving Credit Obligations (together with its permitted successors and assigns (including in connection with any Refinancing), the “Revolving Credit Collateral Agent”) and JPMorgan, in its capacity as administrative agent for the holders of the Initial Fixed Asset Obligations (as defined below) (together with its permitted successors and assigns,

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SEVERANCE PROTECTION AGREEMENT
Severance Protection Agreement • February 23rd, 2023 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • North Carolina

THIS AGREEMENT (the “Agreement”) made as of the 4th day of October, 2022, by and between CommScope, Inc. (the “Corporation”), and Charles L. Treadway (the “Executive”).

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AMENDED AND RESTATED SEVERANCE PROTECTION AGREEMENT
Severance Protection Agreement • September 12th, 2013 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • North Carolina

WHEREAS, the Board of Directors of the Corporation (the “Board”) recognizes that the possibility of a Change in Control (as hereinafter defined) exists and that the threat or the occurrence of a Change in Control can result in significant distraction of the Corporation’s key management personnel because of the uncertainties inherent in such a situation;

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NOTES PLEDGE AND SECURITY AGREEMENT dated as of June 11, 2015 among COMMSCOPE, INC., as a Grantor and EACH OF THE OTHER GRANTORS FROM TIME TO TIME PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent
Pledge and Security Agreement • June 12th, 2015 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

This NOTES PLEDGE AND SECURITY AGREEMENT, dated as of June 11, 2015 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), by COMMSCOPE, INC. (the “Issuer”), a Delaware corporation, and EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with the Issuer, each, a “Grantor”) in favor of WILMINGTON TRUST, NATIONAL ASSOCIATION (“Wilmington Trust”), as collateral agent under the Indenture (as defined below) (in such capacity as collateral agent, the “Collateral Agent”).

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BID CONDUCT AGREEMENT AMONG CommScope Holding Company, Inc. AND ARRIS International plc DATED AS OF NOVEMBER 8, 2018
Conduct Agreement • November 8th, 2018 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

BID CONDUCT AGREEMENT (hereinafter called this “Agreement”), dated as of November 8, 2018, between CommScope Holding Company, Inc., a Delaware corporation (“Buyer”) and ARRIS International plc, a company organized under the laws of England and Wales (the “Company”).

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INVESTMENT AGREEMENT by and between COMMSCOPE HOLDING COMPANY, INC. and
Registration Rights Agreement • November 8th, 2018 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • Delaware

INVESTMENT AGREEMENT, dated as of November 8, 2018 (this “Agreement”), by and between COMMSCOPE HOLDING COMPANY, INC., a Delaware corporation (the “Company”), CARLYLE PARTNERS VII S1 HOLDINGS, L.P. (the “Investor”) and, solely for purposes of Section 8.14 and in its capacity as the Investor Representative, CARLYLE PARTNERS VII S1 HOLDINGS, L.P. (“Investor Representative”).

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EMPLOYMENT AGREEMENT
Employment Agreement • January 23rd, 2014 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • North Carolina

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 21, 2014 (the “Effective Date”) by and between Mark A. Olson (“Employee”) and CommScope, Inc., a Delaware corporation (the “Company”).

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COMMSCOPE FINANCE LLC (to be merged with and into COMMSCOPE, INC.) as Issuer and the Guarantors party hereto 5.50% Senior Secured Notes due 2024 6.00% Senior Secured Notes due 2026 INDENTURE Dated as of February 19, 2019 WILMINGTON TRUST, NATIONAL...
Indenture • February 19th, 2019 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

INDENTURE, dated as of February 19, 2019, as amended or supplemented from time to time (this “Indenture”), among COMMSCOPE FINANCE LLC, a limited liability company organized under the laws of the State of Delaware (to be merged with and into COMMSCOPE, INC., a corporation organized under the laws of the State of Delaware), the Guarantors (as defined herein) from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Collateral Agent”).

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TERM LOAN CREDIT AGREEMENT dated as of April 4, 2019 among COMMSCOPE, INC., as the Borrower, COMMSCOPE HOLDING COMPANY, INC., as Holdings, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, The Other Lenders Party Hereto, and...
Term Loan Credit Agreement • April 4th, 2019 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

This TERM LOAN CREDIT AGREEMENT dated as of April 4, 2019 (as further amended, restated, supplemented, waived, replaced (whether or not upon termination, and whether with the original lenders or otherwise) this “Agreement”) among COMMSCOPE, INC., a Delaware corporation (the “Borrower”), COMMSCOPE HOLDING COMPANY, INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Administrative Agent and Collateral Agent and the lead arrangers, bookrunners and other agents from time to time party hereto.

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INDEMNIFICATION AGREEMENT BY AND AMONG COMMSCOPE HOLDING COMPANY, INC. AND INDEMNITEE
Indemnification Agreement • September 12th, 2013 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • Delaware
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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 4th, 2019 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • Georgia

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), dated as of August 23, 2016, and effective as of September 1, 2016, is by and between ARRIS GROUP, INC., a Delaware corporation (the “Company”), and Bruce McClelland (“Executive”).

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CEDAR I MERGER SUB, INC., COMMSCOPE, INC., as Issuer and the Guarantors party hereto 8.25% Senior Notes due 2019 INDENTURE Dated as of January 14, 2011 WILMINGTON TRUST FSB, as Trustee
Cedar I Merger • September 27th, 2013 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

INDENTURE, dated as of January 14, 2011, as amended or supplemented from time to time (this “Indenture”), among CEDAR I MERGER SUB, INC., a corporation duly organized and existing under the laws of the State of Delaware (“Merger Sub”), COMMSCOPE, INC., a corporation duly organized and existing under the laws of the State of Delaware (the “Issuer”), certain subsidiaries of the Issuer from time to time parties hereto (the “Guarantors”) and WILMINGTON TRUST FSB, a federal savings bank, as trustee (in such capacity, the “Trustee”).

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STOCK AND ASSET PURCHASE AGREEMENT BY AND AMONG TE CONNECTIVITY LTD., COMMSCOPE HOLDING COMPANY, INC. AND COMMSCOPE, INC. DATED JANUARY 27, 2015
Stock and Asset Purchase Agreement • January 28th, 2015 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • Delaware

This Stock and Asset Purchase Agreement (this “Agreement”) is made and entered into this 27th day of January, 2015 by and among TE Connectivity Ltd., a Swiss Corporation (“Seller”), CommScope Holding Company, Inc., a Delaware corporation (“Holdings”), and CommScope, Inc., a Delaware corporation and a wholly-owned Subsidiary of Holdings (“Purchaser”). Seller and Purchaser are herein referred to individually as a “Party” and collectively as the “Parties.”

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SUPPLEMENTAL INDENTURE
Supplemental Indenture • April 4th, 2019 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

THIS FIRST SUPPLEMENTAL INDENTURE, dated as of April 4, 2019 (this “Supplemental Indenture”), is by and among CommScope, Inc., a corporation incorporated under the laws of the State of Delaware (as successor by merger to CommScope Finance LLC, a limited liability company organized under the laws of the State of Delaware) (the “Issuer”), each of the parties identified as a Guarantor on the signature pages hereto (each, a “Guarantor” and collectively, the “Guarantors”) and Wilmington Trust, National Association, as trustee (the “Trustee”).

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ESCROW CREDIT AGREEMENT dated as of June 29, 2015 among COMMSCOPE FINANCE LLC, as the Borrower, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and The Lenders Party Hereto
Escrow Credit Agreement • June 29th, 2015 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

This ESCROW CREDIT AGREEMENT dated as of June 29, 2015 (this “Agreement”) among CommScope Finance LLC, a Delaware limited liability company (the “Company” and the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”) and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Administrative Agent.

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TERM LOAN CREDIT FACILITY PLEDGE AND SECURITY AGREEMENT dated as of January 14, 2011 among CEDAR I MERGER SUB, INC., as a Grantor and EACH OF THE OTHER GRANTORS FROM TIME TO TIME PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Collateral Agent
Term Loan Credit Facility • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

This TERM LOAN CREDIT FACILITY PLEDGE AND SECURITY AGREEMENT, dated as of January 14, 2011 (this “Agreement”), by CEDAR I MERGER SUB, INC. (“Merger Sub” and, at any time prior to the consummation of the Merger (as defined below), the “Borrower”), a Delaware corporation to be merged with and into CommScope, Inc., a Delaware corporation (the “Company” and, upon and at any time after the consummation of the Merger, the “Borrower”), the Company, and EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with the Borrower, each, a “Grantor”) in favor of JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as collateral agent and as administrative agent for the Secured Parties (as defined in the Credit Agreement (as defined below)) (in such capacity as collateral agent, the “Collateral Agent”).

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 23rd, 2023 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment

THIS AMENDMENT (the “Amendment”), effective as of October 4, 2022, by and between CommScope, Inc. (the “Corporation”), and Claudius E. Watts IV (the “Executive”), amends that certain Employment Agreement, dated as of October 1, 2020, by and between the Corporation and the Executive (the “Employment Agreement”).

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 23rd, 2023 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment

THIS AMENDMENT (the “Amendment”), effective as of October 4, 2022, by and between CommScope, Inc. (the “Corporation”), and Charles L. Treadway (the “Executive”), amends that certain Employment Agreement, dated as of October 1, 2020, by and between the Corporation and the Executive (the “Employment Agreement”).

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INCREMENTAL JOINDER AGREEMENT
Incremental Joinder Agreement • August 28th, 2015 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

INCREMENTAL JOINDER AGREEMENT, dated as of August 28, 2015 (this “Agreement”), among CommScope, Inc. (“Borrower”), CommScope Holding Company, Inc. (“Holdings”), the subsidiary guarantors listed on the signature pages hereto (the “Subsidiary Guarantors,” and together with Holdings, the “Guarantors”), the Lenders, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used herein (other than in Section 2(h) herein) but not otherwise defined have the meanings assigned to such terms in the Amended Credit Agreement (as defined below).

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HOLDINGS GUARANTY Dated as of January 14, 2011 From CEDAR I HOLDING COMPANY, INC. as Guarantor in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREIN
Holdings Guaranty • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

Cedar I Merger Sub, Inc. (“Merger Sub” and, immediately prior to the consummation of the Merger (as defined in the Credit Agreement), the “Borrower”), a Delaware corporation to be merged with and into CommScope, Inc., a Delaware corporation (the “Company” and, upon and after the consummation of the Merger, the “Borrower”), and Holdings, are parties to that certain Credit Agreement dated as of January 14, 2011 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”; the capitalized terms defined therein and not otherwise defined herein being used herein as therein defined), by and among the Borrower, Holdings, the Lenders party thereto, JPMorgan Chase Bank, N.A. as the Administrative Agent (in such capacity, the “Administrative Agent”) and as the Collateral Agent (in such capacity, the “Collateral Agent,” and, together with the Administrative Agent, collectively, the “Agents,” and each an “Agent”), and J.P. Morgan Securities LLC, a

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REVOLVING CREDIT FACILITY PLEDGE AND SECURITY AGREEMENT dated as of January 14, 2011 among CEDAR I MERGER SUB, INC., as a Grantor and EACH OF THE OTHER GRANTORS FROM TIME TO TIME PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Collateral Agent
Revolving Credit Facility • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

This REVOLVING CREDIT FACILITY PLEDGE AND SECURITY AGREEMENT, dated as of January 14 2011 (this “Agreement”), by CEDAR I MERGER SUB, INC. (“Merger Sub”), a Delaware corporation to be merged with and into CommScope, Inc., a Delaware corporation (the “Company” and, upon and at any time after the consummation of the Merger, the “Parent Borrower”), the Company, the other borrowers party thereto (collectively with the Parent Borrower, the “Borrowers”) and EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with Merger Sub, the Parent Borrower, each, a “Grantor”) in favor of JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as collateral agent and as administrative agent for the Secured Parties (as defined in the ABL Credit Agreement (as defined below)) (in such capacity as collateral agent, the “Collateral Agent”).

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AMENDMENT AGREEMENT
Amendment Agreement • October 31st, 2016 • CommScope Holding Company, Inc. • Radio & tv broadcasting & communications equipment • New York

AMENDMENT AGREEMENT, dated as of October 31, 2016 (this “Agreement”), among CommScope, Inc. (“Borrower”), CommScope Holding Company, Inc. (“Holdings”), the subsidiary guarantors listed on the signature pages hereto (the “Subsidiary Guarantors,” and together with Holdings, the “Guarantors”), the lenders party hereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders (in such capacity, the “Administrative Agent”), JPMorgan Chase Bank, N.A. (in such capacity, “JPMorgan”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as joint lead arrangers and joint bookrunners (collectively, in such capacities, the “Arrangers”) in respect of this Agreement.

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AMENDMENT AGREEMENT
Amendment Agreement • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

AMENDMENT AGREEMENT, dated as of March 8, 2013 (this “Agreement”), among CommScope, Inc. (“Borrower”), CommScope Holding Company, Inc. (“Holdings”), the subsidiary guarantors listed on the signature pages hereto (the “Subsidiary Guarantors,” and together with Holdings, the “Guarantors”), the Lenders, J.P. Morgan Securities LLC and Deutsche Bank Securities Inc., as co-lead arrangers and book-runners (the “Arrangers”), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders (in such capacity, the “Administrative Agent”) and Deutsche Bank Trust Company Americas as syndication agent (in such capacity, the “Syndication Agent”).

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Contract
Guaranty Agreement • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

AMENDMENT No. 1, dated as of March 9, 2012 (this “Amendment”), to the Revolving Credit and Guaranty Agreement dated as of January 14, 2011, among CommScope, Inc. (“Parent Borrower”), the other US Borrowers, the European Co-Borrowers, the Guarantors named therein, the Lenders party thereto, JPMorgan Chase Bank, N.A., as U.S. administrative agent for the Lenders and J.P. Morgan Europe Limited, as European administrative agent for the Lenders (as amended, restated, modified and supplemented from time to time, the “Credit Agreement”); capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.

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SUBSIDIARY GUARANTY Dated as of January 14, 2011 From THE SUBSIDIARY GUARANTORS NAMED HEREIN and THE ADDITIONAL SUBSIDIARY GUARANTORS REFERRED TO HEREIN as Subsidiary Guarantors in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT...
Subsidiary Guaranty • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

Cedar I Merger Sub, Inc. (“Merger Sub” and, immediately prior to the consummation of the Merger (as defined in the Credit Agreement), the “Borrower”), a Delaware corporation to be merged with and into CommScope, Inc., a Delaware corporation (the “Company” and, upon and after the consummation of the Merger, the “Borrower”) and Cedar I Holding Company, Inc., a Delaware corporation (“Holdings”), are parties to that certain Credit Agreement dated as of January 14, 2011 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”; the capitalized terms defined therein and not otherwise defined herein being used herein as therein defined) by and among the Borrower, Holdings, the Lenders party thereto, JPMorgan Chase Bank, N.A., as the Administrative Agent (in such capacity, the “Administrative Agent”) and as the Collateral Agent (in such capacity, the “Collateral Agent,” and, together with the Administrative Agent, collectively, the “Agents,

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AMENDMENT AGREEMENT
Amendment Agreement • August 2nd, 2013 • CommScope Holding Company, Inc. • New York

AMENDMENT AGREEMENT, dated as of March 7, 2012 (this “Agreement”), among CommScope, Inc. (“Borrower”), CommScope Holding Company, Inc. (“Holdings”), the subsidiary guarantors listed on the signature pages hereto (the “Subsidiary Guarantors,” and together with Holdings, the “Guarantors”), the Lenders, J.P. Morgan Securities LLC, as arranger and sole book-runner (the “Arranger”), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders (in such capacity, the “Administrative Agent”) and Mizhuho Corporate Bank, Ltd. as syndication agent (in such capacity, the “Syndication Agent”).

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