Exhibit 4.2


 





SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental
Indenture”), dated as of August 4, 2017, among Consolidated Communications, Inc., an Illinois corporation (as successor
to Consolidated Communications Finance II Co., the “Company”), the Guarantors listed on the signature page hereto
which is a subsidiary of the Company (the “New Guarantors”), and Wells Fargo Bank, National Association, a national
banking association (or its permitted successor), as trustee under the Indenture referred to below (the “Trustee”).
Capitalized terms used herein without definition shall have the meanings ascribed to them in the Indenture.


 


W I T N E S S E T H


 


WHEREAS, the Company and the other Guarantors party thereto have
heretofore executed and delivered an Indenture, dated as of September 18, 2014, as amended by a First Supplemental Indenture,


dated as of October 16, 2014, a Second Supplemental Indenture, dated as of November 14,
2014, a Third Supplemental Indenture, dated as of June 8, 2015, a Fourth Supplemental Indenture, dated as of January 1, 2016, and
a Fifth Supplemental Indenture, dated as of July 3, 2017 (as amended, supplemented or otherwise modified from time to time, the
“Indenture”), providing for the issuance by the Company of its 6.50% Senior Notes due 2022 (the “Notes”);


 


WHEREAS, the Indenture provides that under certain circumstances
a new Guarantor of the Company, including the New Guarantors, shall execute and deliver to the Trustee a supplemental indenture
pursuant to which such New Guarantors shall, subject to Article 10 of the Indenture, unconditionally guarantee the Notes on the
terms and conditions set forth therein (the “Note Guarantee”);


 


WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is
authorized to execute and deliver this Supplemental Indenture;


 


WHEREAS, the execution and delivery of this Supplemental Indenture
has been authorized by resolutions of the boards of directors or equivalent managing bodies of the Company and the New Guarantors;
and


 


WHEREAS, all conditions precedent and requirements necessary to make
this Supplemental Indenture a valid and legally binding instrument in accordance with its terms have been complied with, performed
and fulfilled, and the execution and delivery hereof has been in all respects duly authorized.


 


NOW THEREFORE, in consideration of the foregoing and for other good
and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Company, the New Guarantors and the Trustee
mutually covenant and agree for the benefit of each other and for the equal and ratable benefit of the Holders as follows:


 


ARTICLE 1


DEFINITIONS


 


Section 1.1 Defined Terms. As used in this Supplemental Indenture,
terms defined in the Indenture or in the preamble or recitals hereto are used herein as therein defined. The words “herein,”
“hereof” and “hereby” and other words of similar import used in this Supplemental Indenture refer to this
Supplemental Indenture as a whole and not to any particular section hereof.


 






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ARTICLE 2


AGREEMENT TO GUARANTEE


 


Section 2.1 Agreement to be Bound. Each New Guarantor hereby
becomes a party to the Indenture as a Guarantor and as such will have all of the rights and be subject to all of the obligations
and agreements of a Guarantor under the Indenture.


 


Section 2.2 Guarantee. Each New Guarantor agrees, on a joint
and several basis with all of the existing Guarantors and the other New Guarantors, to fully, unconditionally and irrevocably Guarantee
to each Holder and the Trustee, the Company’s obligations under the Indenture and the Notes on the terms and subject to the
conditions set forth in Article 10 of the Indenture and to be bound by all other applicable provisions of the Indenture applicable
to “Guarantors.”


 


ARTICLE 3


MISCELLANEOUS


 


Section 3.1 Execution and Delivery. This Supplemental Indenture
shall be effective upon execution by the parties hereto. The Company hereby represents, warrants, and certifies to the Trustee
that the execution of this Supplemental Indenture is authorized and permitted by the Indenture, and constitutes the legal, valid
and binding obligation of the Company and the New Guarantors enforceable in accordance with its terms, subject to bankruptcy, insolvency,
fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally,
general equitable principles (whether considered in a proceeding in equity or at law) and an implied covenant of good faith and
fair dealing. Each New Guarantor agrees that the Note Guarantee shall remain in full force and effect notwithstanding any failure
to endorse on each Note a notation of the Note Guarantee.


 


Section 3.2 Benefits Acknowledged. Each New Guarantor’s
Note Guarantee is subject to the terms and conditions set forth in the Indenture. Each New Guarantor acknowledges that it will
receive direct and indirect benefits from the financing arrangements contemplated by the Indenture and this Supplemental Indenture
and that the guarantee and waivers made by it pursuant to its Note Guarantee and this Supplemental Indenture are knowingly made
in contemplation of such benefits.


 


Section 3.3 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 of Notes heretofore or hereafter authenticated and delivered shall be bound hereby.


 


Section 3.4 Severability. In case any provision in this Supplemental
Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall
not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality
or unenforceability.


 


Section 3.5 New Guarantors May Consolidate, Etc., on Certain
Terms. Each New Guarantor may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with
or merge with or into, any Person other than as set forth in Section 10.04 of the Indenture.


 


Section 3.6 Release. Each New Guarantor’s Note Guarantee
shall be released as set forth in Section 10.05 of the Indenture.


 






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Section 3.7No Recourse Against Others. Pursuant to Section
12.07 of the Indenture, no director, officer, employee, incorporator or stockholder of any New Guarantor shall have any liability
for any obligations of such New Guarantor under the Notes, the Indenture, this Supplemental Indenture, the Note Guarantees or for
any claim based on, in respect of, or by reason of, such obligations or their creation. This waiver and release are part of the
consideration for the Note Guarantee.


 


Section 3.8 Governing Law. THE LAWS OF THE STATE OF NEW YORK
SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE.


 


Section 3.9 Waiver of Jury Trial. EACH OF THE COMPANY AND
EACH GUARANTOR HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY
IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS SUPPLEMENTAL INDENTURE, THE INDENTURE, THE NOTES, THE NOTE GUARANTEES
OR THE TRANSACTIONS CONTEMPLATED HEREBY.


 


Section 3.10 Counterparts. The parties may sign any number
of copies of this Supplemental Indenture (including by electronic transmission). Each signed copy shall be an original, but all
of them together represent the same agreement. The exchange of copies of this Supplemental Indenture and of signature pages by
facsimile or PDF transmission shall constitute effective execution and delivery of this Supplemental Indenture as to the parties
hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted
by facsimile or PDF shall be deemed to be their original signatures for all purposes.


 


Section 3.11 Effect of Headings. The Section headings herein
are for convenience only and shall not affect the construction hereof.


 


Section 3.12 Trustee. The Trustee shall not be responsible
in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of
the recitals contained herein, all of which recitals are made solely by the New Guarantors and the Company. In entering into this
Supplemental Indenture, the Trustee shall be entitled to the benefit of every provision of the Indenture relating to the conduct
or affecting the liability of or affording protection to the Trustee, including its right to be compensated, reimbursed and indemnified,
whether or not elsewhere herein so provided. The Trustee makes no representations as to the validity or sufficiency of this Supplemental
Indenture, all of which recitals are made solely by the Company and the New Guarantors. The Company hereby confirms to the Trustee
that this Supplemental Indenture has not resulted in a material modification of the Notes for Foreign Accounting Tax Compliance
Act (“FATCA”) purposes. The Company shall give the Trustee prompt written notice of any material modification
of the Notes deemed to occur for FATCA purposes. The Trustee shall assume that no material modification for FATCA purposes has
occurred regarding the Notes, unless the Trustee receives written notice of such modification from the Company.


 


[SIGNATURE PAGE FOLLOW]


 


 


 


 






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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental
Indenture to be duly executed and attested, all as of the date first above written.


 





	COMPANY:	 	NEW GUARANTORS:	 
	 	 	 	 	 	 
	CONSOLIDATED COMMUNICATIONS, INC.	 	China Telephone Company, as Guarantor
	 	 	 	Communication Technologies, Inc., as Guarantor
	 	 	 	Community Service Telephone Co., as Guarantor
	 	 	 	Maine Telephone Company, as Guarantor
	By:  	/s/ Steven L. Childers 	 	Northland Telephone Company of Maine, Inc., as Guarantor
	Name:  	Steven L. Childers	 	Sidney Telephone Company, as Guarantor
	Title:  	Chief Financial Officer	 	Standish Telephone Company, as Guarantor
	 	 	 	UI Long Distance, Inc., as Guarantor
	 	 	 	Utilities, Inc., as Guarantor
	 	 	 	 	 	 
	 	 	 	 	 	 
	 	 	 	By:	/s/ Steven L. Childers 	 
	 	 	 	Name:	Steven L. Childers	 
	 	 	 	Title:	Chief Financial Officer	 







 


 


 


 


 


 


 


 


 


 


 





[Signature Page to Sixth Supplemental Indenture]














     

     

    

 





TRUSTEE:


 


WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee


 


 





	By: 	/s/ Alexander Pabon	 
	Name: 	Alexander Pabon	 
	Title: 	Assistant Vice President	 







 


 





 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








 


[Signature Page to Sixth Supplemental Indenture]