EX-10.21
from 10-K
195 pages
Amended and Restated Credit Agreement Dated as of October 17, 2022 Among T-Mobile USA, Inc., as Borrower, Jpmorgan Chase Bank, N.A., as Administrative Agent, and the Lenders, Swingline Lenders and L/C Issuers Party Hereto, Jpmorgan Chase Bank, N.A., Barclays Bank PLC, Citibank, N.A., Credit Suisse Loan Funding LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding, Inc., Rbc Capital Markets1 and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Bookrunners, Barclays Bank PLC, Citibank, N.A., Credit Suisse Loan Funding LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding, Inc., Rbc Capital Markets2 and Wells Fargo Securities, LLC, as Syndication Agents,
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EX-10.1
from 8-K
187 pages
Amended and Restated Credit Agreement Dated as of October 17, 2022 Among T-Mobile USA, Inc., as Borrower, Jpmorgan Chase Bank, N.A., as Administrative Agent, and the Lenders, Swingline Lenders and L/C Issuers Party Hereto, Jpmorgan Chase Bank, N.A., Barclays Bank PLC, Citibank, N.A., Credit Suisse Loan Funding LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding, Inc., Rbc Capital Markets1 and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Bookrunners
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EX-10.43
from 10-K
27 pages
Second Amendment, Dated as of October 29, 2021 (This “Agreement”), to the Credit Agreement Dated as of April 1, 2020 (As Amended by the First Incremental Facility Amendment Dated as of September 16, 2020 and as Further Amended, Restated, Amended and Restated, Supplemented, or Otherwise Modified Through the Date Hereof, the “Credit Agreement”), Among T-Mobile USA, Inc., a Delaware Corporation (The “Borrower”), the Several Banks and Other Financial Institutions or Entities From Time to Time Parties Thereto as Lenders and Issuing Banks and Deutsche Bank AG New York Branch, as Administrative Agent (In Such Capacity, the “Administrative Agent”). Whereas, the Borrower Has Requested Certain Amendments to the Credit Agreement and the Revolving Credit Lenders Party Hereto (Which Constitute 100% of the Lenders Under the Credit Agreement) Have Agreed to Such Amendments Subject to the Terms and Conditions Herein; Accordingly, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Agree as Follows: Section 1.definitions. Capitalized Terms Used but Not Defined in This Agreement Have the Meanings Assigned Thereto in the Credit Agreement. the Provisions of Section 1.2 of the Credit Agreement Are Hereby Incorporated by Reference Herein, Mutatis Mutandis. Section 2.amendments to the Credit Agreement. Subject to the Satisfaction or Waiver of the Conditions Set Forth in Section 4 Hereof, the Credit Agreement Is Hereby Amended as Follows: (A)the Definition of “Revolving Commitment Fee Rate” in Section 1.1 of the Credit Agreement Is Hereby Amended and Restated in Its Entirety as Follows: ““Revolving Commitment Fee Rate”: 0.175% Per Annum.”
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EX-10.1
from 8-K
14 pages
First Incremental Facility Amendment, Dated as of September 16, 2020 (This “Agreement”), to the Credit Agreement Dated as of April 1, 2020 (As Amended, Restated, Amended and Restated, Supplemented, or Otherwise Modified Through the Date Hereof, the “Credit Agreement”), Among T-Mobile USA, Inc., a Delaware Corporation (The “Borrower”), the Several Banks and Other Financial Institutions or Entities From Time to Time Parties Thereto as Lenders and Issuing Banks and Deutsche Bank AG New York Branch, as Administrative Agent (In Such Capacity, the “Administrative Agent”)
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EX-10.8
from 10-Q/A
69 pages
Collateral Trust and Intercreditor Agreement Dated as of April 1, 2020 Among T-Mobile US, Inc., T-Mobile USA, Inc., and Certain of Their Subsidiaries Parties Hereto, as Grantors Deutsche Bank AG New York Branch, as First Priority Agent Each of the Holder Representatives Party Hereto, and Deutsche Bank Trust Company Americas, as Collateral Trustee
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EX-10.5
from 10-Q/A
144 pages
Bridge Term Loan Credit Agreement Dated as of April 1, 2020 Among T-Mobile USA, Inc., the Lenders Party Hereto and Goldman Sachs Bank USA, as Administrative Agent, and Barclays Bank PLC, Credit Suisse Loan Funding LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding, Inc. and Rbc Capital Markets1, as Joint Lead Arrangers, Joint Lead Bookrunners and Syndication Agents, and Bnp Paribas Securities Corp., Commerzbank AG, New York Branch, Credit Agricole Corporate and Investment Bank, Td Securities (USA) LLC and Wells Fargo Securities, LLC, as Bookrunners, and Banco Santander, S.A., New York Branch, Societe Generale, Suntrust Robinson Humphrey, Inc., Natwest Markets PLC and U.S. Bank National Association, as Co-Managers
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EX-10.3
from 10-Q/A
258 pages
Credit Agreement Dated as of April 1, 2020 Among T-Mobile USA, Inc., the Lenders Party Hereto and Deutsche Bank AG New York Branch, as Administrative Agent, and Deutsche Bank Securities Inc., Credit Suisse Loan Funding LLC, Goldman Sachs Bank USA, Barclays Bank PLC, Morgan Stanley Senior Funding, Inc. and Rbc Capital Markets1, as Joint Lead Arrangers, Joint Lead Bookrunners and Syndication Agents for the Revolving Credit Facility, and Credit Suisse Loan Funding LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Barclays Bank PLC, Morgan Stanley Senior Funding, Inc. and Rbc Capital Markets, as Joint Lead Arrangers, Joint Lead Bookrunners and Syndication Agents for the Term Loan Facility, and Bnp Paribas Securities Corp., Commerzbank AG, New York Branch, Credit Agricole Corporate and Investment Bank, Td Securities (USA) LLC and Wells Fargo Securities, LLC, as Bookrunners for the Revolving Credit Facility and Co-Managers for the Term Loan Facility, and Banco Santander, S.A., New York Branch, Societe Generale, Suntrust Robinson Humphrey, Inc. Natwest Markets PLC and U.S. Bank National Association, as Co-Managers
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EX-10.1
from 8-K
73 pages
Barclays 745 Seventh Avenue New York, New York 10019 Credit Suisse AG Credit Suisse Loan Funding LLC Eleven Madison Avenue New York, New York 10010 Deutsche Bank AG New York Branch Deutsche Bank AG Cayman Islands Branch Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Goldman Sachs Lending Partners LLC Goldman Sachs Bank USA 200 West Street New York, New York 10282 Morgan Stanley Senior Funding, Inc. 1585 Broadway New York, New York 10036 Royal Bank of Canada 200 Vesey Street New York, New York 10281 Bnp Paribas Bnp Paribas Securities Corp. 787 Seventh Avenue New York, New York 10019 Commerzbank AG, New York Branch 225 Liberty Street New York, New York 10281 Credit Agricole Corporate and Investment Bank 1301 Avenue of the Americas New York, New York 10019 Td Securities (USA) LLC the Toronto-Dominion Bank, New York Branch 31 West 52nd Street New York, New York 10019 Wells Fargo Bank, National Association Wells Fargo Securities, LLC 550 S. Tryon Street Charlotte, North Carolina 28202 Banco Santander, S.A., New York Branch 45 East 53rd Street New York, New York 10022 Societe Generale 245 Park Avenue New York, New York 10167 Suntrust Bank Suntrust Robinson Humphrey, Inc. 3333 Peachtree Road Atlanta, Georgia 30326 National Westminster Bank PLC Natwest Markets PLC 250 Bishopsgate London, Ec2m 4aa U.S. Bank National Association 1095 Avenue of the Americas New York, New York 10036 Confidential September 6, 2019 Project Lakes US$8.0 Billion Senior Secured Credit Facilities US$19.0 Billion Senior Secured Bridge Loan Facility Second Amended and Restated Commitment Letter
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EX-10.3
from 8-K
11 pages
Amendment No. 1, Dated as of March 29, 2018 (This “Agreement”), to the Unsecured Revolving Credit Agreement Dated as of December 29, 2016 (The “Credit Agreement”), by and Among T-Mobile US, Inc., a Delaware Corporation (The “Parent”), 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, and Deutsche Telekom AG, as Administrative Agent (In Such Capacity (But Not in Its Capacity as Lender) and Together With Its Successors in Such Capacity, the “Administrative Agent”). A.WHEREAS, Dt Is the Only Lender Under the Credit Agreement. B.WHEREAS, the Borrower and Dt Have Agreed, From (And Including) the Date Hereof, to Reduce the Interest Rate and Unused Commitment Fee Under the Credit Agreement and to Make Certain Other Amendments to the Credit Agreement. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Agree as Follows: Section 1. Definitions. Capitalized Terms Used but Not Defined in This Agreement Have the Meanings Assigned Thereto in the Credit Agreement. the Provisions of Section 1.2 of the Credit Agreement Are Hereby Incorporated by Reference Herein, Mutatis Mutandis
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EX-10.2
from 8-K
12 pages
Amendment No. 1, Dated as of March 29, 2018 (This “Agreement”), to the Secured Revolving Credit Agreement Dated as of December 29, 2016 (The “Credit Agreement”), by and Among T-Mobile US, Inc., a Delaware Corporation (The “Parent”), 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, and Deutsche Telekom AG, as Administrative Agent (In Such Capacity (But Not in Its Capacity as Lender) and Together With Its Successors in Such Capacity, the “Administrative Agent”). A.WHEREAS, Dt Is the Only Lender Under the Credit Agreement. B.WHEREAS, the Borrower and Dt Have Agreed, From (And Including) the Date Hereof, to Reduce the Interest Rate and Unused Commitment Fee Under the Credit Agreement and to Make Certain Other Amendments to the Credit Agreement. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Agree as Follows: Section 1. Definitions. Capitalized Terms Used but Not Defined in This Agreement Have the Meanings Assigned Thereto in the Credit Agreement. the Provisions of Section 1.2 of the Credit Agreement Are Hereby Incorporated by Reference Herein, Mutatis Mutandis
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EX-10.1
from 8-K
16 pages
Amendment No. 5, Dated as of March 29, 2018 (This “Agreement”), to the Term Loan Credit Agreement Dated as of November 9, 2015 (The “Original Credit Agreement”) (As Amended by That Certain First Incremental Facility Amendment Dated as of December 29, 2016, as Further Amended by That Certain Second Incremental Facility Amendment Dated as of January 25, 2017, as Further Amended by Amendment No. 1 to the Term Loan Credit Agreement Dated as of January 25, 2017, as Further Amended by That Certain Amendment No. 2 to the Term Loan Credit Agreement Dated as of January 25, 2017, as Further Amended by That Certain Amendment No. 3 to the Term Loan Credit Agreement Dated as of March 28, 2017, as Further Amended by That Certain Amendment No. 4 to the Term Loan Credit Agreement Dated as of July 25, 2017 and as Amended, Supplemented or Otherwise Modified Through the Date Hereof, the “Credit Agreement”), Among T-Mobile USA, Inc., a Delaware Corporation (The “Borrower”), the Several Banks and Other Financial Institutions or Entities From Time to Time Parties Thereto as Lenders and Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent (In Such Capacities, the “Administrative Agent”)
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EX-10.5
from 10-Q
7 pages
Amendment No. 3, Dated as of March 28, 2017 (This “Agreement”), to the Term Loan Credit Agreement Dated as of November 9, 2015 (As Amended by That Certain First Incremental Facility Amendment Dated as of December 29, 2016, as Further Amended by That Certain Amendment No. 1 to the Term Loan Credit Agreement Dated as of January 25, 2017, as Further Amended by That Certain Amendment No. 2 to the Term Loan Credit Agreement Dated as of January 25, 2017 and as Amended, Supplemented or Otherwise Modified Through the Date Hereof, the “Credit Agreement”), Among T-Mobile USA, Inc., a Delaware Corporation (The “Borrower”), the Several Banks and Other Financial Institutions or Entities From Time to Time Parties Thereto as Lenders and Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent (In Such Capacities, the “Administrative Agent”)
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EX-10.4
from 10-Q
7 pages
Amendment No. 2, Dated as of January 25, 2017 (This “Agreement”), to the Term Loan Credit Agreement Dated as of November 9, 2015 (As Amended, Supplemented or Otherwise Modified Through the Date Hereof, the “Credit Agreement”), Among T-Mobile USA, Inc., a Delaware Corporation (The “Borrower”), the Several Banks and Other Financial Institutions or Entities From Time to Time Parties Thereto as Lenders and Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent (In Such Capacities, the “Administrative Agent”)
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EX-10.3
from 10-Q
7 pages
Amendment No. 1, Dated as of January 25, 2017 (This “Agreement”), to the Term Loan Credit Agreement Dated as of November 9, 2015 (As Amended, Supplemented or Otherwise Modified Through the Date Hereof, the “Credit Agreement”), Among T-Mobile USA, Inc., a Delaware Corporation (The “Borrower”), the Several Banks and Other Financial Institutions or Entities From Time to Time Parties Thereto as Lenders and Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent (In Such Capacities, the “Administrative Agent”)
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