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).
W I T N E S S E T H
WHEREAS, CommScope Finance LLC and the Trustee are parties to an indenture dated as of February 19, 2019 (the Indenture), providing for the issuance of the Issuers 8.25% Senior Notes due 2027 (the Notes);
WHEREAS, the Issuer and each Guarantor that is a signatory hereto is executing this Supplemental Indenture pursuant to which (i) the Issuer shall become a party to the Indenture and assume all of the rights and be subject to all of the obligations and agreements of the Issuer under the Indenture and (ii) each such Guarantor shall become a party to the Indenture and assume all of the rights and be subject to all of the obligations and agreements of a Guarantor under the Indenture;
WHEREAS, Section 3.11Future Guarantors of the Indenture provides that under certain circumstances the Guarantors shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guarantors shall unconditionally guarantee all of the Issuers obligations under the Notes and the Indenture on the terms and conditions set forth herein; and
WHEREAS, pursuant to Section 9.1Amendments Without Consent of Holders of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Issuer, the Guarantors and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders as follows:
1. Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
2. Agreement to be Bound. Without limiting the assumption by operation of law upon the Escrow Merger, the Issuer hereby becomes party to the Indenture as the Issuer for all purposes thereof and as such will have all of the rights and be subject to all of the obligations and agreements of the Issuer under the Indenture.
3. Agreements to Become Guarantors. Each of the Guarantors hereby unconditionally guarantees the Issuers obligations for the due and punctual payment of the principal of, premium, if any, and interest on all the Notes and the performance and observance of each other obligation and covenant set forth in the Indenture to be performed or observed on the part of the Issuer, on the terms and subject to the conditions set forth in Article XGuarantees of the Indenture, and agrees to be bound by all other provisions of the Indenture and the Notes applicable to a Guarantor therein.
4. Ratification of Indenture; Supplemental Indenture Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder heretofore or hereafter authenticated and delivered shall be bound hereby.