$300,000,000 CONSOLIDATED COMMUNICATIONS, INC. 10.875% SENIOR NOTES DUE 2020 JOINDER TO REGISTRATION RIGHTS AGREEMENT

 

$300,000,000

 

CONSOLIDATED COMMUNICATIONS, INC.

 

10.875% SENIOR NOTES DUE 2020

 

 

August 3, 2012

 

Morgan Stanley & Co. LLC

1585 Broadway

New York, New York 10036

 

Ladies and Gentlemen:

 

Reference is made to the Registration Rights Agreement dated as of May 30, 2012, as supplemented by a Joinder Agreement dated July 2, 2012 (the “Registration Rights Agreement”), among Consolidated Communications, Inc. (as successor to Consolidated Communications Finance Co.), the Guarantors named therein and Morgan Stanley & Co. LLC.  Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

 

The undersigned Guarantors hereby agree, on a joint and several basis, to accede to the terms of the Registration Rights Agreement and to undertake and perform all of the obligations of the “Guarantors” set forth therein as though the undersigned Guarantors had entered into the Registration Rights Agreement on the Closing Date and been named as “Guarantors” therein.  The undersigned Guarantors agree that such obligations include, without limitation, (a) all of the obligations of the Guarantors to perform and comply with all of the agreements thereof contained in the Registration Rights Agreement, including the obligation to pay Additional Interest, and (b) the Guarantors’ indemnification and other obligations contained in Section 6 of the Registration Rights Agreement.  Each of the undersigned Guarantors acknowledges and agrees that all references to the Guarantors in the Registration Rights Agreement shall include the undersigned Guarantors and that the undersigned Guarantors shall be bound by all provisions of the Registration Rights Agreement containing such references.

 

 

This Joinder Agreement may be executed in any number of counterparts and by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement.  Delivery of an executed counterpart of a signature page by facsimile, e-mail or other electronic means shall be effective as delivery of a manually executed counterpart.

 

IN WITNESS WHEREOF, the parties hereto have executed this Joinder Agreement as of the date first written above.

 

	SUREWEST COMMUNICATIONS
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST LONG DISTANCE
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST COMMUNICATIONS, INC.
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST BROADBAND
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST TELEVIDEO
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST KANSAS, INC.
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST TELEPHONE
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST KANSAS HOLDINGS, INC.
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST KANSAS CONNECTIONS, LLC
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST KANSAS LICENSES, LLC
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST KANSAS OPERATIONS, LLC
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST KANSAS PURCHASING, LLC
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer

 

	SUREWEST FIBER VENTURES, LLC
	By:	/s/ Steven L. Childers
		Name:	Steven L. Childers
		Title:	Senior Vice President and Chief Financial Officer