EX-4.4



 Exhibit 4.4 
 EXECUTION VERSION 
  

 
  

 
 COMMSCOPE HOLDING COMPANY, INC., 

as Issuer 

6.625%/7.375% Senior PIK Toggle Notes due 2020 
  

 
 INDENTURE

 Dated as of May 28, 2013 
  

 
 WILMINGTON
TRUST, NATIONAL ASSOCIATION, 
 as Trustee 
  

 
  

 







 TABLE OF CONTENTS 

 

							
	 	  	 	  	Page	 
			
		  	ARTICLE I	  			
			
		  	Definitions and Incorporation by Reference	  			
			
	 SECTION 1.1
	  	Definitions	  	 	1	  
	 SECTION 1.2
	  	Other Definitions	  	 	35	  
	 SECTION 1.3
	  	Rules of Construction	  	 	36	  
			
		  	ARTICLE II	  			
			
		  	The Notes	  			
			
	 SECTION 2.1
	  	Form and Dating	  	 	37	  
	 SECTION 2.2
	  	Form of Execution and Authentication	  	 	40	  
	 SECTION 2.3
	  	Registrar and Paying Agent	  	 	41	  
	 SECTION 2.4
	  	Paying Agent to Hold Money in Trust	  	 	41	  
	 SECTION 2.5
	  	Lists of Holders of the Notes	  	 	41	  
	 SECTION 2.6
	  	Transfer and Exchange	  	 	41	  
	 SECTION 2.7
	  	Replacement Notes	  	 	51	  
	 SECTION 2.8
	  	Outstanding Notes	  	 	51	  
	 SECTION 2.9
	  	Treasury Notes	  	 	51	  
	 SECTION 2.10
	  	Temporary Notes	  	 	52	  
	 SECTION 2.11
	  	Cancellation	  	 	52	  
	 SECTION 2.12
	  	Payment of Interest; Defaulted Interest	  	 	52	  
	 SECTION 2.13
	  	CUSIP Numbers	  	 	53	  
	 SECTION 2.14
	  	Record Date	  	 	53	  
			
		  	ARTICLE III	  			
			
		  	Covenants	  			
			
	 SECTION 3.1
	  	Payment of Notes	  	 	53	  
	 SECTION 3.2
	  	Reports and Other Information	  	 	54	  
	 SECTION 3.3
	  	Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock	  	 	56	  
	 SECTION 3.4
	  	Limitation on Restricted Payments	  	 	63	  
	 SECTION 3.5
	  	Liens	  	 	70	  
	 SECTION 3.6
	  	Dividend and Other Payment Restrictions Affecting Subsidiaries	  	 	70	  
	 SECTION 3.7
	  	Asset Sales	  	 	73	  
	 SECTION 3.8
	  	Transactions with Affiliates	  	 	75	  
	 SECTION 3.9
	  	Change of Control	  	 	78	  
	 SECTION 3.10
	  	Maintenance of Insurance	  	 	80	  
	 SECTION 3.11
	  	Additional Guarantors	  	 	80	  
	 SECTION 3.12
	  	Compliance Certificate; Statement by Officers as to Default	  	 	81	  
	 SECTION 3.13
	  	[Reserved.]	  	 	81	  
	 SECTION 3.14
	  	Designation of Restricted and Unrestricted Subsidiaries	  	 	81	  


  
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	 	  	 	  	Page	 
			
	 SECTION 3.15
	  	Covenant Suspension	  	 	82	  
	 SECTION 3.16
	  	Stay, Extension and Usury Laws	  	 	83	  
			
		  	ARTICLE IV	  			
			
		  	Merger; Consolidation or Sale of Assets	  			
			
	 SECTION 4.1
	  	When the Issuer May Merge or Otherwise Dispose of Assets	  	 	83	  
			
		  	ARTICLE V	  			
			
		  	Redemption of Notes	  			
			
	 SECTION 5.1
	  	Optional Redemption	  	 	84	  
	 SECTION 5.2
	  	Mandatory Principal Redemption	  	 	85	  
	 SECTION 5.3
	  	Election to Redeem; Notice to Trustee of Optional and Mandatory Redemptions	  	 	85	  
	 SECTION 5.4
	  	Selection by Trustee of Notes to Be Redeemed	  	 	85	  
	 SECTION 5.5
	  	Notice of Redemption	  	 	86	  
	 SECTION 5.6
	  	Deposit of Redemption Price	  	 	87	  
	 SECTION 5.7
	  	Notes Payable on Redemption Date	  	 	87	  
	 SECTION 5.8
	  	Notes Redeemed in Part	  	 	87	  
	 SECTION 5.9
	  	Offer to Repurchase	  	 	87	  
			
		  	ARTICLE VI	  			
			
		  	Defaults and Remedies	  			
			
	 SECTION 6.1
	  	Events of Default	  	 	89	  
	 SECTION 6.2
	  	Acceleration	  	 	90	  
	 SECTION 6.3
	  	Other Remedies	  	 	91	  
	 SECTION 6.4
	  	Waiver of Past Defaults	  	 	91	  
	 SECTION 6.5
	  	Control by Majority	  	 	91	  
	 SECTION 6.6
	  	Limitation on Suits	  	 	91	  
	 SECTION 6.7
	  	Rights of Holders to Receive Payment	  	 	92	  
	 SECTION 6.8
	  	Collection Suit by Trustee	  	 	92	  
	 SECTION 6.9
	  	Trustee May File Proofs of Claim	  	 	92	  
	 SECTION 6.10
	  	Priorities	  	 	92	  
	 SECTION 6.11
	  	Undertaking for Costs	  	 	93	  
			
		  	ARTICLE VII	  			
			
		  	Trustee	  			
			
	 SECTION 7.1
	  	Duties of Trustee	  	 	93	  
	 SECTION 7.2
	  	Rights of Trustee	  	 	94	  
	 SECTION 7.3
	  	Individual Rights of Trustee	  	 	96	  
	 SECTION 7.4
	  	Disclaimer	  	 	96	  
	 SECTION 7.5
	  	Notice of Defaults	  	 	96	  


  
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	 	 	 	  	Page	 
			
	 SECTION 7.6
	 	Compensation and Indemnity	  	 	96	  
	 SECTION 7.7
	 	Replacement of Trustee	  	 	97	  
	 SECTION 7.8
	 	Successor Trustee by Merger	  	 	97	  
	 SECTION 7.9
	 	Eligibility; Disqualification	  	 	98	  
	 SECTION 7.10
	 	Limitation on Duty of Trustee	  	 	98	  
	 SECTION 7.11
	 	Preferential Collection of Claims Against the Issuer	  	 	98	  
	 SECTION 7.12
	 	Reports by Trustee to Holders of the Notes	  	 	98	  
			
		 	ARTICLE VIII	  			
			
		 	Discharge of Indenture; Defeasance	  			
			
	 SECTION 8.1
	 	Discharge of Liability on Securities; Defeasance	  	 	98	  
	 SECTION 8.2
	 	Conditions to Defeasance	  	 	100	  
	 SECTION 8.3
	 	Application of Trust Money	  	 	101	  
	 SECTION 8.4
	 	Repayment to Issuer	  	 	101	  
	 SECTION 8.5
	 	Indemnity for U.S. Government Obligations	  	 	101	  
	 SECTION 8.6
	 	Reinstatement	  	 	101	  
			
		 	ARTICLE IX	  			
			
		 	Amendments	  			
			
	 SECTION 9.1
	 	Without Consent of Holders	  	 	101	  
	 SECTION 9.2
	 	With Consent of Holders	  	 	103	  
	 SECTION 9.3
	 	Effect of Consents and Waivers	  	 	103	  
	 SECTION 9.4
	 	Notation on or Exchange of Notes	  	 	104	  
	 SECTION 9.5
	 	Trustee To Sign Amendments	  	 	104	  
			
		 	ARTICLE X	  			
			
		 	Guarantees	  			
			
	 SECTION 10.1
	 	Guarantees	  	 	104	  
	 SECTION 10.2
	 	Limitation on Liability; Termination, Release and Discharge	  	 	106	  
	 SECTION 10.3
	 	Right of Contribution	  	 	107	  
	 SECTION 10.4
	 	No Subrogation	  	 	107	  
	 SECTION 10.5
	 	Limitations on Merger	  	 	107	  
			
		 	ARTICLE XI	  			
			
		 	INTENTIONALLY OMITTED	  			
			
		 	ARTICLE XII	  			
			
		 	Miscellaneous	  			
			
	 SECTION 12.1
	 	Notices	  	 	108	  
	 SECTION 12.2
	 	Certificate and Opinion as to Conditions Precedent	  	 	110	  


  
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	 	 	 	  	Page	 
			
	 SECTION 12.3
	 	Statements Required in Certificate or Opinion	  	 	110	  
	 SECTION 12.4
	 	[Reserved]	  	 	110	  
	 SECTION 12.5
	 	Rules by Trustee, Paying Agent and Registrar	  	 	110	  
	 SECTION 12.6
	 	Days Other than Business Days	  	 	110	  
	 SECTION 12.7
	 	Governing Law	  	 	110	  
	 SECTION 12.8
	 	Waiver of Jury Trial	  	 	110	  
	 SECTION 12.9
	 	No Recourse Against Others	  	 	110	  
	 SECTION 12.10
	 	Successors	  	 	111	  
	 SECTION 12.11
	 	Multiple Originals	  	 	111	  
	 SECTION 12.12
	 	Variable Provisions	  	 	111	  
	 SECTION 12.13
	 	Table of Contents; Headings	  	 	111	  
	 SECTION 12.14
	 	Force Majeure	  	 	111	  
	 SECTION 12.15
	 	USA Patriot Act	  	 	111	  
	 SECTION 12.16
	 	[Reserved]	  	 	111	  
	 SECTION 12.17
	 	Communication by Holders of Notes with Other Holders of Notes	  	 	111	  

  

			
		  	 EXHIBITS

	 EXHIBIT A
	  	Form of Note
	 EXHIBIT B
	  	Form of Certificate of Transfer
	 EXHIBIT C
	  	Form of Certificate of Exchange


  
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 INDENTURE, dated as of May 28, 2013, as amended or supplemented from time to time (this
“Indenture”), between COMMSCOPE HOLDING COMPANY, INC., a corporation duly organized and existing under the laws of the State of Delaware (the “Issuer”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (in such
capacity, the “Trustee”). 
 Recitals of the Issuer 

Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the Holders (as defined
herein) of the Notes (as defined herein): 
 ARTICLE I 
 Definitions and Incorporation by Reference 
 SECTION 1.1 Definitions.

 “144A Global Note” means a global note substantially in the form of Exhibit A hereto bearing the
Global Note Legend and the Private Placement Legend and deposited with or on behalf of, and registered in the name of, the Depositary or its nominee that shall be issued in a denomination equal to the outstanding principal amount of the Notes sold
in reliance on Rule 144A. 
 “2019 Notes” means the $1,500 million in initial aggregate principal amount of
8.25% Senior Notes due 2019 issued by CommScope on January 14, 2011. 
 “2019 Notes Indenture” means the
indenture, dated as of January 14, 2011, pursuant to which the 2019 Notes were issued, as amended, supplemented, modified, extended, restructured, renewed, refinanced, restated, increased (provided that such increase in borrowings is permitted),
replaced or refunded in whole or in part from time to time. 
 “2019 Notes Offering Memorandum” means the
offering memorandum, dated January 11, 2011, related to the 2019 Notes. 
 “ABL Credit Agreement” means
(i) the credit agreement with respect to the asset-based revolving credit facility entered into on January 14, 2011 among the Issuer, CommScope, certain Subsidiaries of CommScope, the financial institutions named therein and JPMorgan Chase
Bank, N.A., as Administrative Agent, as amended, restated, supplemented, waived, replaced (whether or not upon termination, and whether with the original lenders or otherwise), restructured, repaid, refunded, refinanced or otherwise modified from
time to time, including any agreement or indenture extending the maturity thereof, refinancing, replacing or otherwise restructuring all or any portion of the Indebtedness under such agreement or agreements or indenture or indentures or any
successor or replacement agreement or agreements or indenture or indentures or increasing the amount loaned or issued thereunder or altering the maturity thereof, and (ii) whether or not the credit agreement referred to in clause (i) remains
outstanding, if designated by the Issuer to be included in the definition of “ABL Credit Agreement,” one or more (A) debt facilities, indentures or commercial paper facilities providing for revolving credit loans, term loans, notes,
debentures, receivables financing (including through the sale of receivables to lenders or to special purpose entities formed to borrow from lenders against such receivables) or letters of credit, (B) debt securities, indentures or other forms of
debt financing (including convertible or exchangeable debt instruments or bank guarantees or bankers’ acceptances), or (C) instruments or agreements evidencing any other Indebtedness, in each case, with the same or different borrowers or
issuers and, in each case, as amended, supplemented, modified, extended, restructured, renewed, refinanced, restated, increased, replaced or refunded in whole or in part from time to time. 







 “Acquisition” means the acquisition of the equity of CommScope indirectly
by the Issuer pursuant to the Merger Agreement. 
 “Acquired Indebtedness” means, with respect to any specified
Person: 
 (1) Indebtedness of any other Person existing at the time such other Person is merged with or into or
became a Restricted Subsidiary of such specified Person, whether or not such Indebtedness is incurred in connection with, or in contemplation of, such other Person merging with or into, or becoming a Subsidiary of, such specified Person, and

 (2) Indebtedness secured by a Lien encumbering any asset acquired by such specified Person. 

“Additional 2019 Notes” means any additional 2019 Notes issued pursuant to the 2019 Notes Indenture. 

“Affiliate” of any specified Person means any other Person directly or indirectly controlling or controlled by or under
direct or indirect common control with such specified Person. For purposes of this definition, “control” (including, with correlative meanings, the terms “controlling,” “controlled by” and “under common control
with”), as used with respect to any Person, means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person, whether through the ownership of voting securities, by
agreement or otherwise. 
 “Agent” means any Registrar, Paying Agent, co-registrar or additional paying agent.

 “Applicable Premium” means, with respect to any Note on any applicable Redemption Date, the greater of:

 (i) 1.0% of the then outstanding principal amount of such Note; and 

(ii) the excess of (A) the present value at such Redemption Date of (1) the redemption price of the Note at
June 1, 2016 as set forth in Section 5.1(a) plus (2) all required interest payments due on the Note through June 1, 2016 (excluding accrued but unpaid interest to the Redemption Date, and assuming that the rate of interest on the
Notes for the period from the Redemption Date through June 1, 2016 will be the rate for Cash Interest), computed using a discount rate equal to the Treasury Rate on the third Business Day prior to the date of the applicable notice of redemption
plus 50 basis points; over (B) the then outstanding principal amount of the Note. 
 The Issuer shall be responsible for
calculating the Applicable Premium and the Trustee shall not be responsible for calculating or verifying the calculation of the Applicable Premium. 
 “Applicable Procedures” means, with respect to any transfer or exchange of or for beneficial interests in any Global Note, the rules and procedures of the Depositary, Euroclear and
Clearstream that apply to such transfer or exchange. 
 “Asset Sale” means: 

(1) the sale, conveyance, transfer or other disposition (whether in a single transaction or a series of related
transactions) of property or assets (including by way of a Sale/Leaseback Transaction) of the Issuer or any Restricted Subsidiary of the Issuer (each referred to in this definition as a “disposition”) or 

  
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 (2) the issuance or sale of Equity Interests (other than (i) directors’
qualifying shares or shares or interests required to be held by foreign nationals or other third parties to the extent required by applicable law and (ii) Preferred Stock of Restricted Subsidiaries issued in compliance with Section 3.3)
of any Restricted Subsidiary (other than to the Issuer or another Restricted Subsidiary of the Issuer) (whether in a single transaction or a series of related transactions), 
 in each case, other than: 
 (a) a sale, exchange or other
disposition of Cash Equivalents or Investment Grade Securities or obsolete, damaged, unnecessary, unsuitable or worn out equipment in the ordinary course of business; 

(b) the sale, conveyance, lease or other disposition of all or substantially all of the assets of the Issuer in a manner
pursuant to Section 4.1 or any disposition that constitutes a Change of Control; 
 (c) any
Restricted Payment that is permitted to be made, and is made, under Section 3.4 or any Permitted Investment; 
 (d) any disposition of assets or issuance or sale of Equity Interests of any Restricted Subsidiary, in a single transaction or series of related transactions, with an aggregate Fair Market Value of less
than $20.0 million; 
 (e) any transfer or disposition of property or assets by a Restricted Subsidiary of the
Issuer to the Issuer or by the Issuer or a Restricted Subsidiary of the Issuer to a Restricted Subsidiary of the Issuer; 
 (f) the creation of any Lien permitted under this Indenture; 
 (g)
any issuance or sale of Equity Interests in, or Indebtedness or other securities of, an Unrestricted Subsidiary; 

(h) the sale, lease, assignment, license or sublease of inventory, equipment, accounts receivable or other current assets
held for sale in the ordinary course of business and not in connection with any financing transaction; 
 (i) the
lease, assignment or sublease of any real or personal property in the ordinary course of business; 
 (j) a sale
of accounts receivable and related assets of the type specified in the definition of “Receivables Financing” to a Receivables Subsidiary in a Qualified Receivables Financing or in factoring or similar transactions; 

(k) a transfer of accounts receivable and related assets of the type specified in the definition of “Receivables
Financing” (or a fractional undivided interest therein) by a Receivables Subsidiary in a Qualified Receivables Financing; 

  
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 (l) any exchange of assets for assets (including a combination of assets and
Cash Equivalents) related to a Similar Business of comparable or greater market value or useful to the business of the Issuer and its Restricted Subsidiaries as a whole, as determined in good faith by the Issuer, which in the event of an exchange of
assets with a Fair Market Value in excess of (1) $20.0 million shall be evidenced by an Officer’s Certificate, and (2) $40.0 million shall be set forth in a resolution approved in good faith by at least a majority of the Board of Directors of
the Issuer; 
 (m) the grant in the ordinary course of business of any license or sub-license of patents,
trademarks, know-how and any other intellectual property; 
 (n) the sale in a Sale/Leaseback Transaction of any
property acquired after January 14, 2011 within twelve months of the acquisition of such property; 
 (o)
the surrender or waiver of contract rights or settlement, release or surrender of a contract, tort or other litigation claim in the ordinary course of business; and 

(p) foreclosures, condemnations or any similar action on assets not prohibited by this Indenture. 

“Bankruptcy Law” means Title 11, United States Code, or any similar Federal or state law for the relief of debtors.

 “Board of Directors” means as to any Person, the board of directors or managers, sole member or managing
member, as applicable, of such Person (or, if such Person is a partnership, the board of directors or other governing body of the general partner of such Person) or any duly authorized committee thereof. 

“Borrowing Base” means, as of any date, an amount equal to: (1)85% of the value of all accounts receivable owned by the
Issuer and its Restricted Subsidiaries as of the end of the most recent fiscal quarter preceding such date; plus (2)70% of the value of all inventory owned by the Issuer and its Restricted Subsidiaries as of the end of the most recent fiscal quarter
preceding such date, all calculated on a consolidated basis and in accordance with GAAP. 
 “Business Day”
means a day other than a Saturday, Sunday or other day on which banking institutions are authorized or required by law to close in New York City, or, with respect to any payments to be made under this Indenture, the place of payment. 

“Capital Stock” means: 
 (1) in the case of a corporation, corporate stock; 
 (2) in the
case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of corporate stock; 
 (3) in the case of a partnership or limited liability company, partnership or membership interests (whether general or limited); and 

(4) any other interest or participation that confers on a Person the right to receive a share of the profits and losses
of, or distributions of assets of, the issuing Person. 

  
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 “Capitalized Lease Obligation” means, at the time any determination thereof
is to be made, the amount of the liability in respect of a lease that would at such time be required to be capitalized and reflected as a liability on a balance sheet (excluding the footnotes thereto) in accordance with GAAP as in effect as of the
Issue Date. 
 “Cash Contribution Amount” means the aggregate amount of cash contributions made to the capital
of the Issuer and designated as a “Cash Contribution Amount” as described in the definition of “Contribution Indebtedness.” 
 “Cash Equivalents” means: 
 (1) U.S. Dollars,
Canadian Dollars, pounds sterling, euros or the national currency of any participating member state of the European Union; 
 (2) securities issued or directly and fully guaranteed or insured by the government of the United States or any country that is a member of the European Union or any agency or instrumentality thereof
in each case with maturities not exceeding two years from the date of acquisition; 
 (3) certificates of
deposit, time deposits and eurodollar time deposits with maturities of one year or less from the date of acquisition, bankers’ acceptances, in each case with maturities not exceeding one year, and overnight bank deposits, in each case with any
commercial bank having capital and surplus in excess of $500 million, or the foreign currency equivalent thereof, and whose long-term debt is rated “A” or the equivalent thereof by Moody’s or S&P (or reasonably equivalent ratings
of another internationally recognized ratings agency); 
 (4) repurchase obligations for underlying
securities of the types described in clauses (2) and (3) above entered into with any financial institution meeting the qualifications specified in clause (3); 

(5) commercial paper issued by a corporation (other than an Affiliate of the Issuer) rated at least “A-1”
or the equivalent thereof by Moody’s or S&P (or reasonably equivalent ratings of another internationally recognized ratings agency) and in each case maturing within one year after the date of acquisition; 

(6) readily marketable direct obligations issued by any state of the United States of America or any political
subdivision thereof having one of the two highest rating categories obtainable from either Moody’s or S&P (or reasonably equivalent ratings of another internationally recognized ratings agency) in each case with maturities not exceeding two
years from the date of acquisition; 
 (7) Indebtedness issued by Persons (other than the Sponsor) with a
rating of “A” or higher from S&P or “A-2” or higher from Moody’s in each case with maturities not exceeding two years from the date of acquisition; 

(8) investment funds investing at least 95% of their assets in securities of the types described in clauses
(1) through (6) above; and 

  
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 (9) Investments with average maturities of 12 months or less from the date
of acquisition in money market funds rated AAA (or the equivalent thereof) or better by S&P or Aaa3 (or the equivalent thereof) or better by Moody’s; and 

(10) in the case of Investments by any Restricted Subsidiary that is a Foreign Subsidiary, (x) such local
currencies in those countries in which such Foreign Subsidiary transacts business from time to time in the ordinary course of business and (y) Investments of comparable tenor and credit quality to those described in the foregoing clauses (1) through
(8) customarily utilized in countries in which such Foreign Subsidiary operates for short-term cash management purposes. 

“Cash Interest” shall mean the interest on the Notes that is payable entirely in cash. 

“Change of Control” means: 
 (1) the Issuer becomes aware of the acquisition by any Person or group (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Exchange Act, or any successor provision), including any
group acting for the purpose of acquiring, holding or disposing of securities (within the meaning of Rule 13d-5(b)(1) under the Exchange Act or any successor provision), other than any of the Permitted Holders, in a single transaction or in a
related series of transactions, by way of merger, amalgamation, consolidation or other business combination or purchase of Equity Interests or otherwise, of beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act, or any
successor provision) of Voting Stock of the Issuer representing more than 50% of the total voting power of the Voting Stock of the Issuer, provided that so long as the Issuer is a Subsidiary of any Permitted Parent, no Person or group shall be
deemed to be or become a beneficial owner of Voting Stock of the Issuer representing more than 50% of the total voting power of the Voting Stock of the Issuer unless such Person or group shall be or become a beneficial owner of Voting Stock of such
Permitted Parent representing more than 50% of the total voting power of the Voting Stock of such Permitted Parent; 
 (2) the sale, lease or transfer, in one or a series of related transactions, of all or substantially all the assets of the Issuer and its Subsidiaries, taken as a whole, to a Person (other than one
or more of the Permitted Holders) and any Person or group (as defined in clause (1) above), other than one or more Permitted Holders, is or becomes the beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act, or any successor
provision) of Voting Stock of the transferee Person in such sale, lease or transfer of assets representing more than 50% of the total voting power of the Voting Stock of such transferee Person, provided that so long as such transferee Person is a
Subsidiary of a parent Person, no Person or group shall be deemed to be or become a beneficial owner of Voting Stock of the transferee Person in such sale, lease or transfer of assets representing more than 50% of the total voting power of the
Voting Stock of such transferee Person unless such Person or group shall be or become a beneficial owner of Voting Stock of such parent Person representing more than 50% of the total voting power of the Voting Stock of such parent Person; or

 (3) the Issuer ceases to own, directly or indirectly, 100% of the issued and outstanding Capital Stock of
CommScope (except to the extent CommScope is merged into the Issuer in accordance with the terms of this Indenture);  
 provided,
however, that in no event shall a Change of Control be deemed to have occurred pursuant to clause (1) or (2) above if immediately after, and for the 90 days following, the date upon which the event occurred that would have given rise to
the Change of Control, the Consolidated Total Debt Ratio of the Issuer and its Restricted Subsidiaries for the most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding such date would
be no greater than 3.50 to 1.00. 

  
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 “Clearstream” means Clearstream Banking, Société Anonyme.

 “Code” means the U.S. Internal Revenue Code of 1986, as amended from time to time. 

“CommScope” means CommScope, Inc., a Delaware corporation, and not does not refer to any of its parent companies or
Subsidiaries. 
 “Company Order” means a written request or order signed in the name of the Issuer by any
Officer. 
 “Consolidated Interest Expense” means, with respect to any Person for any period, the sum, without
duplication, of: 
 (1) interest expense of such Person and its Restricted Subsidiaries for such period, on a
consolidated basis, to the extent such expense was deducted in computing Consolidated Net Income (including (a) amortization of original issue discount, (b) the interest component of Capitalized Lease Obligations, and (c) net payments
and receipts (if any) pursuant to interest rate Hedging Obligations with respect to Indebtedness and excluding amortization of deferred financing fees and (x) expensing of any bridge or other financing fees, (y) the non-cash portion of
interest expense resulting from the reduction in the carrying value under purchase accounting of the Issuer’s outstanding Indebtedness and (z) commissions, discounts, yield and other fees and charges (including any interest expense)
related to any Receivables Financing); 
 (2) interest on Indebtedness described in
Section 3.4(b)(xiii)(b) (to the extent not already included in clause (1) above); and 
 (3)
consolidated capitalized interest of such Person and its Restricted Subsidiaries for such period, whether paid or accrued; 
 less interest
income for such period; 
 provided that, for purposes of calculating Consolidated Interest Expense, no effect shall be given to the
discount and/or premium resulting from the bifurcation of derivatives under FASB ASC 815 and related interpretations as a result of the terms of the Indebtedness to which such Consolidated Interest Expense relates. 

For purposes of this definition, interest on a Capitalized Lease Obligation shall be deemed to accrue at an interest rate reasonably
determined by such Person to be the rate of interest implicit in such Capitalized Lease Obligation in accordance with GAAP. 

“Consolidated Net Income” means, with respect to any Person for any period, the aggregate of the Net Income of such
Person and its Restricted Subsidiaries for such period, on a consolidated basis; provided, however, that: 
 (1) any net after-tax extraordinary, nonrecurring or unusual gains or losses or income or expenses (including the effect of all fees and expenses relating thereto), including, without limitation, any
fees, expenses, charges or payments made under or contemplated by the Merger Agreement or otherwise related to the Transactions, shall be excluded; 

  
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 (2) the Net Income for such period shall not include the cumulative effect
of a change in accounting principles during such period; 
 (3) any net after-tax gains or losses on disposal of
discontinued operations shall be excluded; 
 (4) any net after-tax gains or losses (including the effect of all
fees and expenses or charges relating thereto) attributable to business dispositions (including Capital Stock of any Person) or asset dispositions or abandonments other than in the ordinary course of business (as determined in good faith by the
Issuer) shall be excluded; 
 (5) any net after-tax gains or losses (including the effect of all fees and
expenses or charges relating thereto) attributable to the early extinguishment of Indebtedness, Hedging Obligations and other derivative instruments shall be excluded; 

(6) the Net Income for such period of any Person that is not a Subsidiary of such Person, or is an Unrestricted
Subsidiary, or that is accounted for by the equity method of accounting (other than a Subsidiary Guarantor), shall be included only to the extent of the amount of dividends or distributions or other payments paid in cash (or to the extent converted
into cash) to the referent Person or a Restricted Subsidiary thereof in respect of such period; 
 (7) solely for
the purpose of determining the amount available for Restricted Payments under Section 3.4(a)(C)(1), the Net Income for such period of any Restricted Subsidiary (other than any Subsidiary Guarantor) shall be excluded to the extent that the
declaration or payment of dividends or similar distributions by such Restricted Subsidiary of its Net Income is not at the date of determination permitted without any prior governmental approval (that has not been obtained) or, directly or
indirectly, by the operation of the terms of its charter or any agreement, instrument, judgment, decree, order, statute, rule or governmental regulation applicable to that Restricted Subsidiary or its stockholders, unless all such restrictions with
respect to the payment of dividends or similar distributions have been legally waived; provided that (x) the net loss of any such Restricted Subsidiary shall be included therein and (y) the Consolidated Net Income of such Person shall be
increased by the amount of dividends or other distributions or other payments actually paid in cash (or converted into cash) by any such Restricted Subsidiary to such Person, to the extent not already included therein; 

(8) any non-cash compensation expense realized from employee benefit plans or post-employment benefit plans, grants of
stock appreciation or similar rights, stock options or other rights to officers, directors and employees of such Person or any of its Restricted Subsidiaries shall be excluded; 

(9) (a) (i) the non-cash portion of “straight-line” rent expense shall be excluded and (ii) the
cash portion of “straight-line” rent expense that exceeds the amount expensed in respect of such rent expense shall be included and (b) non-cash gains, losses, income and expenses resulting from fair value accounting required by FASB ASC
815 shall be excluded; 

  
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 (10) unrealized gains and losses relating to hedging transactions and
mark-to-market of Indebtedness denominated in foreign currencies resulting from the application of FASB ASC 830 shall be excluded; 
 (11) any (a) severance or relocation costs or expenses, (b) one-time non-cash compensation charges, (c) the costs and expenses after January 14, 2011 related to employment of terminated
employees, or (d) costs or expenses realized in connection with or resulting from stock appreciation or similar rights, stock options or other rights existing on January 14, 2011 of officers, directors and employees, in each case of such Person
or any of its Restricted Subsidiaries, shall be excluded; 
 (12) accruals and reserves, contingent liabilities
and any gains and losses on the settlement of any pre-existing contractual or non-contractual relationships as a result of the Transactions that are established or adjusted within 12 months after January 14, 2011 and that are so required to be
established or adjusted in accordance with GAAP or as a result of adoption or modification of accounting policies shall be excluded; 
 (13) the effect of any non-cash impairment charges or write-ups, write-downs or write-offs of assets (including intangible assets, goodwill and deferred financing costs but excluding accounts receivable)
or liabilities resulting from the application of GAAP (including in connection with the Transactions) and the amortization of intangibles arising from the application of GAAP (excluding any non-cash item to the extent that it represents an accrual
of or reserve for cash expenditures in any future period except to the extent such item is subsequently reversed) shall be excluded; 
 (14) any non-cash interest expense and non-cash interest income, in each case to the extent there is no associated cash disbursement or receipt, as the case may be, before the earlier of the maturity date
of the Notes and the date on which all the Notes cease to be outstanding, shall be excluded; and 
 (15) any fees
and expenses incurred during such period, or any amortization thereof for such period, in connection with any acquisition, Investment, Asset Sale, issuance or repayment of Indebtedness, issuance of Equity Interests, refinancing transaction or
amendment or modification of any debt instrument (in each case, including any such transaction consummated prior to the Issue Date and any such transaction undertaken but not completed) and any charges or non-recurring merger costs incurred during
such period as a result of any such transaction shall be excluded. 
 In addition, to the extent not already included in the
Consolidated Net Income of such Person and its Restricted Subsidiaries, notwithstanding anything to the contrary in the foregoing, Consolidated Net Income shall include the amount of proceeds actually received from business interruption insurance
and reimbursements of any expenses and charges pursuant to indemnification or other reimbursement provisions in connection with any Permitted Investment or any sale, conveyance, transfer or other disposition of assets permitted under this Indenture.

 Notwithstanding the foregoing, for the purpose of Section 3.4 only, there shall be excluded from Consolidated Net
Income any dividends, repayments of loans or advances or other transfers of assets from Unrestricted Subsidiaries of the Issuer or a Restricted Subsidiary of the Issuer to the extent such dividends, repayments or transfers increase the amount of
Restricted Payments permitted under Sections 3.4(a)(C)(5) or (6). 

  
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 “Consolidated Non-cash Charges” means, with respect to any Person for any
period, the aggregate depreciation, amortization (including amortization of intangibles but excluding amortization of prepaid cash expenses that were paid in a prior period), impairment, non-cash compensation and other non-cash expenses of such
Person and its Restricted Subsidiaries reducing Consolidated Net Income of such Person for such period on a consolidated basis and otherwise determined in accordance with GAAP; provided that if any non-cash charges referred to in this
definition represent an accrual or reserve for potential cash items in any future period, the cash payment in respect thereof in such future period shall be subtracted from EBITDA in such future period to such extent paid. 

“Consolidated Senior Secured Debt Ratio” as of any date of determination means the ratio of (1) (x) Consolidated
Total Indebtedness of the Issuer and its Restricted Subsidiaries that is secured by a Lien as of the end of the most recent fiscal period for which internal financial statements are available immediately preceding the date on which such event for
which such calculation is being made shall occur minus (y) the aggregate amount of unrestricted cash and Cash Equivalents, in each case, that is held by the Issuer and its Restricted Subsidiaries as of the end of such most recent fiscal period to
(2) the EBITDA of the Issuer and its Restricted Subsidiaries for the most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such event for which such calculation is
being made shall occur, in each case, with such pro forma adjustments to Consolidated Total Indebtedness and EBITDA as are appropriate and consistent with the pro forma adjustment provisions set forth in the definition of “Fixed Charge Coverage
Ratio;” provided that, in the event that the Issuer shall classify Indebtedness Incurred on the date of determination as secured in part pursuant to clause (24) of the “Permitted Liens” definition and in part pursuant to one or
more other clauses of such definition, as provided in the final paragraph of such definition, any calculation of Consolidated Total Indebtedness that is secured by a Lien for purposes of clause (x) above shall not include any such Indebtedness (and
shall not give effect to any repayment, repurchase, redemption, defeasance or other acquisition, retirement or discharge of Indebtedness from the proceeds thereof) to the extent secured pursuant to any such other clause of such definition solely for
purposes of calculating Consolidated Total Indebtedness on such date of determination. 
 “Consolidated Taxes”
means, with respect to any Person and its Restricted Subsidiaries on a consolidated basis for any period, provision for taxes based on income, profits or capital, including, without limitation, state franchise and similar taxes, and including an
amount equal to the amount of tax distributions actually made to the holders of Capital Stock of such Person or any direct or indirect parent of such Person in respect of such period in accordance with Section 3.4(b)(xii) which shall be
included as though such amounts had been paid as income taxes directly by such Person. 
 “Consolidated Total Debt
Ratio” as of any date of determination means the ratio of (1) (x) Consolidated Total Indebtedness of the Issuer and its Restricted Subsidiaries as of the end of the most recent fiscal period for which internal financial statements are
available immediately preceding the date on which such event for which such calculation is being made shall occur minus (y) the aggregate amount of unrestricted cash and Cash Equivalents, in each case, that is held by the Issuer and its Restricted
Subsidiaries as of the end of such most recent fiscal period to (2) the EBITDA of the Issuer and its Restricted Subsidiaries for the most recently ended four full fiscal quarters for which internal financial statements are available immediately
preceding the date on which such event for which such calculation is being made shall occur, in each case, with such pro forma adjustments to Consolidated Total Indebtedness and EBITDA as are appropriate and consistent with the pro forma adjustment
provisions set forth in the definition of “Fixed Charge Coverage Ratio;” provided that solely for the purposes of Section 3.4(b)(xxi), “Consolidated Total Debt Ratio” shall not shall be calculated giving effect
to subclause (1)(y) above. 

  
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 “Consolidated Total Indebtedness” means, as of any date of determination,
the aggregate principal amount of Indebtedness of the Issuer and its Restricted Subsidiaries outstanding on such date, determined on a consolidated basis, to the extent required to be recorded on a balance sheet in accordance with GAAP, consisting
of Indebtedness for borrowed money, Capitalized Lease Obligations and debt obligations evidenced by promissory notes or similar instruments and, regardless of whether on or off balance sheet, obligations under Receivables Financings. 

“Contingent Obligations” means, with respect to any Person, any obligation of such Person guaranteeing any leases,
dividends or other obligations that do not constitute Indebtedness of any other Person (the “primary obligor”) in any manner, whether directly or indirectly, including, without limitation, any obligation of such Person, whether or
not contingent: 
 (1) to purchase any such primary obligation or any property constituting direct or indirect
security therefor, 
 (2) to advance or supply funds: 

(a) for the purchase or payment of any such primary obligation; or 

(b) to maintain working capital or equity capital of the primary obligor or otherwise to maintain the net worth or
solvency of the primary obligor; or 
 (3) to purchase property, securities or services primarily for the purpose
of assuring the owner of any such primary obligation of the ability of the primary obligor to make payment of such primary obligation against loss in respect thereof. 
 “Contribution Indebtedness” means Indebtedness of the Issuer or any Subsidiary Guarantor in an aggregate principal amount not greater than the aggregate amount of cash contributions
(other than Excluded Contributions) made to the capital of the Issuer after January 14, 2011, provided that: 
 (1) such Contribution Indebtedness shall be Indebtedness with a Stated Maturity later than the Stated Maturity of the Notes and a Weighted Average Life to Maturity longer than the Weighted Average Life to
Maturity of the Notes, and 
 (2) such Contribution Indebtedness (a) is Incurred within 210 days after the making
of such cash contributions and (b) is so designated as Contribution Indebtedness pursuant to an Officer’s Certificate on the Incurrence date thereof. 
 “Corporate Trust Office” shall be at the address of the Trustee specified in Section 12.1 or such other address as to which the Trustee may give notice to the Issuer or
Holders pursuant to the procedures set forth in Section 12.1. 
 “Credit Agreements” shall mean any
ABL Credit Agreement and any Term B Credit Agreement. 
 “Custodian” means any receiver, trustee, assignee,
liquidator, custodian or similar official under any Bankruptcy Law. 
 “Default” means any event that is, or
after notice or passage of time or both would be, an Event of Default. 

  
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 “Definitive Note” means a certificated Note registered in the name of the
Holder thereof and issued in accordance with Section 2.6 hereof, substantially in the form of Exhibit A hereto except that such Note shall not bear the Global Note Legend and shall not have the “Schedule of Increases or
Decreases in Global Note” attached thereto. 
 “Depositary” means The Depository Trust Company, its
nominees and their respective successors and assigns, or such other depository institution hereinafter appointed by the Issuer. 

“Designated Non-cash Consideration” means the Fair Market Value of non-cash consideration received by the Issuer or one
of its Restricted Subsidiaries in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, less the amount of cash or Cash
Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration. 

“Designated Preferred Stock” means Preferred Stock of the Issuer or CommScope or any direct or indirect parent of the
Issuer, as applicable (other than Excluded Equity), that is issued after the Issue Date for cash and is so designated as Designated Preferred Stock, pursuant to an Officer’s Certificate, on the issuance date thereof, the cash proceeds of which
are contributed to the capital of the Issuer (if issued by CommScope or any direct or indirect parent of the Issuer) and excluded from the calculation set forth in Section 3.4(a)(C). 

“Disqualified Stock” means, with respect to any Person, any Capital Stock of such Person that, by its terms (or by the
terms of any security into which it is convertible or for which it is redeemable or exchangeable), in each case, at the option of the holder thereof or upon the happening of any event: 

(1) matures or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise (other than as a result of a
change of control or asset sale; provided that the relevant asset sale or change of control provisions, taken as a whole, are no more favorable in any material respect to holders of such Capital Stock than the asset sale and change of control
provisions applicable to the Notes and any purchase requirement triggered thereby may not become operative until compliance with the asset sale and change of control provisions applicable to the Notes (including the purchase of any Notes tendered
pursuant thereto)), 
 (2) is convertible or exchangeable for Indebtedness or Disqualified Stock, or 

(3) is redeemable at the option of the holder thereof, in whole or in part, 

in each case prior to 91 days after the maturity date of the Notes; provided, however, that only the portion of Capital Stock that so
matures or is mandatorily redeemable, is so convertible or exchangeable or is so redeemable at the option of the holder thereof prior to such date shall be deemed to be Disqualified Stock; provided, further, however, that if
such Capital Stock is issued to any employee or to any plan for the benefit of employees of the Issuer or its Subsidiaries or by any such plan to such employees, such Capital Stock shall not constitute Disqualified Stock solely because it may be
required to be repurchased by the Issuer in order to satisfy applicable statutory or regulatory obligations or as a result of such employee’s termination, death or disability; provided, further, that any class of Capital Stock of
such Person that by its terms authorizes such Person to satisfy its obligations thereunder by delivery of Capital Stock that is not Disqualified Stock shall not be deemed to be Disqualified Stock. 

“Domestic Subsidiary” means a Restricted Subsidiary that is not a Foreign Subsidiary or a Subsidiary of a
“controlled foreign corporation” within the meaning of Section 957(a) of the Code. 

  
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 “EBITDA” means, with respect to any Person for any period, the Consolidated
Net Income of such Person for such period plus, without duplication, to the extent the same was deducted in calculating Consolidated Net Income: 
 (1) Consolidated Taxes; plus 
 (2) Consolidated Interest
Expense; plus 
 (3) Consolidated Non-cash Charges; plus 

(4) the amount of management, monitoring, consulting and advisory fees, termination payments and related expenses paid to
the Sponsor (or any accruals relating to such fees and related expenses) during such period to the extent permitted by Section 3.8; plus 
 (5) any expenses or charges (other than Consolidated Non-cash Charges) related to any issuance of Equity Interests, Investment, acquisition, disposition, recapitalization or the Incurrence or repayment of
Indebtedness permitted to be Incurred by this Indenture (including a refinancing thereof) (whether or not successful), including (i) such fees, expenses or charges related to (x) the offering of the Notes or (y) the Issue Date Transactions,
(ii) any amendment or other modification of the Notes or other Indebtedness and (iii) commissions, discounts, yield and other fees and charges (including any interest expense) related to any Qualified Receivables Financing; plus 

(6) the amount of loss on sale of receivables and related assets to a Receivables Subsidiary in connection with a
Qualified Receivables Financing; plus 
 (7) the amount of any restructuring charges or reserves (which,
for the avoidance of doubt, shall include retention, severance, systems establishment cost, excess pension charges, contract termination costs, including future lease commitments, costs related to the start up, closure, relocation or consolidation
of facilities and costs to relocate employees), plus  
 (8) all adjustments of the nature used in
connection with the calculation of “Pro Forma Adjusted EBITDA” as set forth in (i) note 3 to “Summary—Summary historical and unaudited pro forma consolidated financial information” in the 2019 Notes Offering Memorandum
and (ii) note 4 to “Summary—Summary historical audited and unaudited consolidated financial information” contained in the Offering Memorandum, in each case, to the extent such adjustments continue to be applicable during the
period in which EBITDA is being calculated, plus  
 (9) any costs or expense incurred pursuant to any
management equity plan or stock option plan or other management or employee benefit plan or agreement or any stock subscription or shareholder agreement, to the extent that such costs or expenses are funded with cash proceeds contributed to the
capital of the Issuer or a Subsidiary Guarantor or the net cash proceeds of an issuance of Equity Interests of the Issuer (other than Excluded Equity) solely to the extent that such net cash proceeds are excluded from the calculation of the amount
available for Restricted Payments under Section 3.4(a)(C)(1); plus/minus 
 (10) gains or
losses due solely to fluctuations in currency values and the related tax effects, less, without duplication, non-cash items increasing Consolidated Net Income for such period (excluding any items that represent the reversal of any accrual of,
or cash reserve for, anticipated cash charges in any prior period). 

  
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 “Equity Interests” means Capital Stock and all warrants, options or other
rights to acquire Capital Stock (but excluding any debt security that is convertible into, or exchangeable for, Capital Stock). 

“Equity Offering” means any public or private sale after the Issue Date of capital stock or Preferred Stock of the
Issuer or any direct or indirect parent of the Issuer, as applicable (other than Disqualified Stock), other than: 
 (1) public offerings with respect to the Issuer’s or such direct or indirect parent’s common stock registered on Form S-4 or Form S-8; 

(2) issuances to any Subsidiary of the Issuer; and 

(3) any such public or private sale that constitutes an Excluded Contribution or Refunding Capital Stock. 

“Euroclear” means Euroclear Bank S.A./N.V., as operator of the Euroclear system. 

“Exchange Act” means the Securities Exchange Act of 1934, as amended, and the rules and regulations of the SEC
promulgated thereunder. 
 “Excluded Contributions” means the net cash proceeds and Cash Equivalents received
by the Issuer after the Issue Date from: 
 (1) contributions to its common equity capital, and 

(2) the sale of Capital Stock (other than Excluded Equity) of the Issuer, 

in each case designated as Excluded Contributions pursuant to an Officer’s Certificate executed by an Officer of the Issuer, the proceeds of which
are excluded from the calculation set forth in Section 3.4(a)(C). 
 “Excluded Equity” means (i)
Disqualified Stock, (ii) any Equity Interests issued or sold to a Restricted Subsidiary of the Issuer or any employee stock ownership plan or trust established by the Issuer or any of its Subsidiaries (to the extent such employee stock
ownership plan or trust has been funded by the Issuer or any Restricted Subsidiary) and (iii) any Equity Interest that has already been used or designated (x) as (or the proceeds of which have been used or designated as) a Cash
Contribution Amount, Designated Preferred Stock, Excluded Contribution or Refunding Capital Stock, or (y) to increase the amount available under
 Section 3.4(b)(iv)(a) or clause (14) of the definition of “Permitted
Investments” or is proceeds of Indebtedness referred to Section 3.4(b)(xiii)(b). 
 “Existing Foreign
Facilities” means collectively, (i) that certain Financing Agreement between San Paolo IMI S.P.A and a Subsidiary of the Issuer with aggregate outstanding commitments of $6.3 million as of January 14, 2011, (ii) that certain
letter of credit facility between Credit Suisse and a Subsidiary of the Issuer with an aggregate of $6.4 million of letter of credit capacity as of January 14, 2011, (iii) that certain Credit Facility between China Construction Bank and a
Subsidiary of the Issuer 

  
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with aggregate outstanding commitments of $61.5 million as of January 14, 2011, (iv) that certain letter of credit facility between Agricultural Bank of China and a Subsidiary of the
Issuer with an aggregate of $1.1 million of letter of credit capacity and (v) that certain letter of credit facility between Unicredit Group and a Subsidiary of the Issuer with an aggregate of $0.1 million of letter of credit capacity. 

“Fair Market Value” means, with respect to any asset or property, the price that could be negotiated in an
arm’s-length, free market transaction, for cash, between a willing seller and a willing and able buyer, neither of whom is under undue pressure or compulsion to complete the transaction (as determined in good faith by the senior management or
the Board of Directors of the Issuer, whose determination will be conclusive for all purposes under this Indenture and the Notes. 
 “FASB ASC” means the Accounting Standard Codifications as promulgated by the Financial Accounting Standards Board, including any renumbering of such standards or any successor or
replacement section or sections promulgated by the Financial Accounting Standards Board. 
 “Fixed Charge Coverage
Ratio” means, with respect to any Person for any period, the ratio of EBITDA of such Person for such period to the Fixed Charges of such Person for such period. In the event that the Issuer or any of its Restricted Subsidiaries Incurs or
redeems or repays any Indebtedness (other than in the case of revolving credit borrowings or revolving advances under any Qualified Receivables Financing, in which case interest expense shall be computed based upon the average daily balance of such
Indebtedness during the applicable period) or issues or redeems Preferred Stock or Disqualified Stock subsequent to the commencement of the period for which the Fixed Charge Coverage Ratio is being calculated but prior to or simultaneously with the
event for which the calculation of the Fixed Charge Coverage Ratio is made (the “Calculation Date”), then the Fixed Charge Coverage Ratio shall be calculated giving pro forma effect to such Incurrence or redemption or repayment of
Indebtedness, or such issuance or redemption of Preferred Stock or Disqualified Stock, as if the same had occurred at the beginning of the applicable four-quarter period; provided that, in the event that the Issuer shall classify Indebtedness
Incurred on the date of determination as Incurred in part pursuant to Section 3.3(a) and in part pursuant to one or more clauses of Section 3.3(b), as provided in the third paragraph of Section 3.3, any
calculation of Fixed Charges pursuant to this definition shall not include any such Indebtedness (and shall not give effect to any repayment, repurchase, redemption, defeasance or other acquisition, retirement or discharge of Indebtedness from the
proceeds thereof) to the extent Incurred pursuant to any such other clause of such definition solely for purposes of calculating Fixed Charges on such date of determination. 
 For purposes of making the computation referred to above, Investments, acquisitions, dispositions, mergers (including the Transactions), consolidations and discontinued operations, in each case with
respect to an operating unit of a business, and operational changes, that the Issuer or any of its Restricted Subsidiaries has both determined to make and made after the Issue Date and during the four-quarter reference period or subsequent to such
reference period and on or prior to or simultaneously with the Calculation Date (each, for purposes of this definition, a “pro forma event”) shall be calculated on a pro forma basis assuming that all such Investments, acquisitions,
dispositions, mergers (including the Transactions), consolidations, discontinued operations and operational changes (and the change of any associated fixed charge obligations and the change in EBITDA resulting therefrom) had occurred on the first
day of the four-quarter reference period. If since the beginning of such period any Person that subsequently became a Restricted Subsidiary or was merged with or into the Issuer or any Restricted Subsidiary since the beginning of such period shall
have made or effected any Investment, acquisition, disposition, merger, consolidation or discontinued operation, in each case with respect to an operating unit of a business, or operational change that would have required adjustment pursuant to this
definition, then the Fixed Charge Coverage Ratio shall be calculated giving pro forma effect thereto for such period as if such Investment, acquisition, disposition, merger, consolidation, discontinued operation or operational change had occurred at
the beginning of the applicable four-quarter period. 

  
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 For purposes of this definition, whenever pro forma effect is to be given to any pro forma
event, the pro forma calculations shall be made in good faith by a responsible financial or accounting officer of the Issuer or CommScope, as applicable. If any Indebtedness bears a floating rate of interest and is being given pro forma effect, the
interest on such Indebtedness shall be calculated as if the rate in effect on the Calculation Date had been the applicable rate for the entire period (taking into account any Hedging Obligations applicable to such Indebtedness if such Hedging
Obligation has a remaining term in excess of 12 months). Interest on a Capitalized Lease Obligation shall be deemed to accrue at an interest rate reasonably determined by a responsible financial or accounting officer of the Issuer to be the rate of
interest implicit in such Capitalized Lease Obligation in accordance with GAAP. For purposes of making the computation referred to above, interest on any Indebtedness under a revolving credit facility or a Qualified Receivables Financing computed on
a pro forma basis shall be computed based upon the average daily balance of such Indebtedness during the applicable period except as set forth in the first paragraph of this definition. Interest on Indebtedness that may optionally be determined at
an interest rate based upon a factor of a prime or similar rate, a eurocurrency interbank offered rate, or other rate, shall be deemed to have been based upon the rate actually chosen, or, if none, then based upon such optional rate chosen as the
Issuer or CommScope, as applicable, may designate. Any such pro forma calculation may include, without limitation, (1) adjustments permitted by and calculated consistent with the requirements of Article 11 of Regulation S-X (regardless of whether
pro forma financial information would be required to be presented thereunder), (2) adjustments calculated to give effect to any Pro Forma Cost Savings and (3) all adjustments of the nature used in connection with the calculation of “Pro
Forma Adjusted EBITDA” as set forth in (i) note 3 under the caption “Summary—Summary historical and unaudited pro forma consolidated financial information” in the 2019 Notes Offering Memorandum and (ii) note 4 under the
caption “Summary—Summary historical audited and unaudited consolidated financial information” in the Offering Memorandum, in each case, to the extent such adjustments, without duplication, continue to be applicable to such
four-quarter period. 
 “Fixed Charges” means, with respect to any Person for any period, the sum of:

 (1) Consolidated Interest Expense of such Person for such period, and 

(2) all cash dividend payments (excluding items eliminated in consolidation) on any series of Preferred Stock or
Disqualified Stock of such Person and its Restricted Subsidiaries. 
 “Foreign Subsidiary” means a Restricted
Subsidiary not organized or existing under the laws of the United States of America or any state or territory or the District of Columbia thereof and any direct or indirect Subsidiary of such Restricted Subsidiary. 

“Foreign Subsidiary Holdco” means any Domestic Subsidiary that has no material assets other than the Capital Stock of
one or more “controlled foreign corporations” within the meaning of Section 957(a) of the Code. 

“GAAP” means generally accepted accounting principles set forth in the opinions and pronouncements of the Accounting
Principles Board of the American Institute of Certified Public Accountants and statements and pronouncements of the Financial Accounting Standards Board or in such other statements by such other entity as have been approved by a significant segment
of the accounting profession, which are (except as set forth in the definition of Capitalized Lease Obligations) in effect from time to time. At any time after the Issue Date, the issuer may elect to apply IFRS accounting principles in


  
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lieu of GAAP and, upon any such election, references herein to GAAP shall thereafter be construed to mean IFRS (except as otherwise provided in this Indenture); provided that any such election,
once made, shall be irrevocable; provided, further, any calculation or determination in this Indenture that requires the application of GAAP for periods that include fiscal quarters ended prior to the Issuer election to apply IFRS
shall remain as previously calculated or determined in accordance with GAAP. In addition, for purposes of this Indenture, all references to codified accounting standards specifically named herein shall be deemed to include any successor,
replacement, amended or updated accounting standard under GAAP. 
 “Global Note Legend” means the legend set
forth in Section 2.1(b) hereof, which is required to be placed on all Global Notes issued under this Indenture. 

“Global Notes” means, individually and collectively, each of the Restricted Global Notes and the Unrestricted Global
Notes, substantially in the form of Exhibit A hereto issued in accordance with Section 2.1 or 2.6 hereof. 
 “guarantee” means, as to any Person, a guarantee (other than by endorsement of negotiable instruments for collection in the ordinary course of business), direct or indirect, in any manner
(including, without limitation, letters of credit and reimbursement agreements in respect thereof), of all or any part of any Indebtedness or other obligations. 
 “Guarantee” means any guarantee of the Obligations of the Issuer under this Indenture and the Notes by any Person in accordance with the provisions of this Indenture. 

“Hedging Obligations” means, with respect to any Person, the obligations of such Person under: 

(1) currency exchange, interest rate or commodity swap agreements, currency swap, interest rate or commodity cap
agreements and currency exchange, interest rate or commodity collar agreements; and 
 (2) other agreements or
arrangements designed to protect such Person against fluctuations in currency exchange, interest rates or commodity prices or equity risks. 
 “Holder” or “Noteholder” means the Person in whose name a Note is registered on the Registrar’s books. 

“IFRS” means the International Financial Reporting Standards as issued by the International Accounting Standards Board.

 “Incur” means, with respect to any Indebtedness, issue, assume, guarantee, incur or otherwise become liable
for; provided, however, that any Indebtedness or Capital Stock of a Person existing at the time such Person becomes a Subsidiary (whether by merger, consolidation, acquisition or otherwise) shall be deemed to be Incurred by such Person
at the time it becomes a Subsidiary. 
 “Indebtedness” means, with respect to any Person, without duplication:

 (1) the principal and premium (if any) of any Indebtedness of such Person, whether or not contingent,
(a) in respect of borrowed money, (b) evidenced by bonds, notes, debentures or similar instruments or letters of credit or bankers’ acceptances (or, without duplication, reimbursement agreements in respect thereof), (c) representing
the deferred and unpaid purchase price 

  
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 of any property, except (i) any such balance that constitutes a trade payable, accrued
expense or similar obligation to a trade creditor, in each case Incurred in the ordinary course of business and (ii) any earn-out obligations until such obligation becomes a liability on the balance sheet of such Person in accordance with GAAP, (d)
in respect of Capitalized Lease Obligations, (e) representing any Hedging Obligations, if and to the extent that any of the foregoing Indebtedness (other than letters of credit and Hedging Obligations) would appear as a liability on a balance
sheet (excluding the footnotes thereto) of such Person prepared in accordance with GAAP or (f) under or in respect of Receivables Financings; 
 (2) to the extent not otherwise included, any obligation of such Person to be liable for, or to pay, as obligor, guarantor or otherwise, on the Indebtedness of another Person (other than by endorsement of
negotiable instruments for collection in the ordinary course of business); and 
 (3) to the extent not otherwise
included, Indebtedness of another Person secured by a Lien on any asset owned by such Person (whether or not such Indebtedness is assumed by such Person); provided, however, that the amount of such Indebtedness will be the lesser of:
(a) the Fair Market Value of such asset at such date of determination, and (b) the amount of such Indebtedness of such other Person; 

provided that (a) Contingent Obligations Incurred in the ordinary course of business and (b) obligations under or in respect of
Receivables Financings shall be deemed not to constitute Indebtedness. 
 “Indenture” has the meaning set forth
in the preamble hereto. 
 “Independent Financial Advisor” means an accounting, appraisal or investment banking
firm or consultant, in each case of nationally recognized standing that is, in the good faith determination of the Issuer, qualified to perform the task for which it has been engaged. 

“Indirect Participant” means a Person who holds a beneficial interest in a Global Note through a Participant.

 “Initial Notes” means the $550,000,000 in aggregate principal amount of 6.625%/7.375% Senior PIK Toggle
Notes due 2020 of the Issuer issued under this Indenture on the Issue Date. 
 “Initial Purchasers” means J.P.
Morgan Securities LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Mizuho Securities USA Inc., RBC Capital Markets, LLC and SMBC Nikko Capital Markets Limited.

 “Interest Payment Date” means June 1 and December 1 of each year, commencing, in the case of the
Initial Notes, on December 1, 2013 and ending at the Stated Maturity of the Notes. 
 “Interest Period”
means the period commencing on and including an Interest Payment Date and ending on and including the day immediately preceding the next succeeding Interest Payment Date, with the exception that the first Interest Period shall commence on and
include the Issue Date and end on and include the day immediately preceding the first scheduled Interest Payment Date 

“Investment Grade Rating” means a rating equal to or higher than Baa3 (or the equivalent) by Moody’s and BBB-(or
the equivalent) by S&P, or an equivalent rating by any other Rating Agency. 

  
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 “Investment Grade Securities” means: 

(1) securities issued or directly and fully guaranteed or insured by the U.S. government or any agency or instrumentality
thereof (other than Cash Equivalents) and in each case with maturities not exceeding two years from the date of acquisition, 
 (2) securities that have an Investment Grade Rating, but excluding any debt securities or instruments constituting loans or advances among the Issuer and its Subsidiaries, 

(3) investments in any fund that invests at least 95.0% of its assets in investments of the type described in clauses (1)
and (2) which fund may also hold immaterial amounts of cash pending investment and/or distribution, and 

(4) corresponding instruments in countries other than the United States customarily utilized for high quality investments
and in each case with maturities not exceeding two years from the date of acquisition. 
 “Investments” means,
with respect to any Person, all investments by such Person in other Persons (including Affiliates) in the form of loans (including guarantees), advances or capital contributions (excluding accounts receivable, trade credit and advances to customers
and commission, travel and similar advances to officers, employees and consultants made in the ordinary course of business), purchases or other acquisitions for consideration of Indebtedness, Equity Interests or other securities issued by any other
Person and investments that are required by GAAP to be classified on the balance sheet of the Issuer in the same manner as the other investments included in this definition to the extent such transactions involve the transfer of cash or other
property. If the Issuer or any Restricted Subsidiary sells or otherwise disposes of any Equity Interests of any Restricted Subsidiary, or any Restricted Subsidiary issues any Equity Interests, in either case, such that, after giving effect to any
such sale or disposition, such Person is no longer a Subsidiary of the Issuer, the Issuer shall be deemed to have made an Investment on the date of any such sale or other disposition equal to the Fair Market Value of the Equity Interests of and all
other Investments in such Restricted Subsidiary retained. In no event shall a guarantee of an operating lease of the Issuer or any Restricted Subsidiary be deemed an Investment. For purposes of the definition of “Unrestricted Subsidiary”
and Section 3.4: 
 (1) “Investments” shall include the portion (proportionate to the
Issuer’s equity interest in such Subsidiary) of the Fair Market Value of the net assets of a Subsidiary of the Issuer at the time that such Subsidiary is designated an Unrestricted Subsidiary; provided, however, that upon a
redesignation of such Subsidiary as a Restricted Subsidiary, the Issuer shall be deemed to continue to have a permanent “Investment” in an Unrestricted Subsidiary equal to an amount (if positive) equal to: 

(a) the Issuer’s “Investment” in such Subsidiary at the time of such redesignation less 

(b) the portion (proportionate to the Issuer’s equity interest in such Subsidiary) of the Fair Market Value of the
net assets of such Subsidiary at the time of such redesignation; and 
 (2) any property transferred to or from
an Unrestricted Subsidiary shall be valued at its Fair Market Value at the time of such transfer, in each case as determined in good faith by the Board of Directors of the Issuer. 

  
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 The amount of an Investment will be determined at the time the Investment is made and without giving effect
to subsequent changes in value (determined, in the case of any Investment made with assets of the Issuer or any Restricted Subsidiary, based on the Fair Market Value of the assets invested). 

“Issue Date” means May 28, 2013. 
 “Issue Date Transactions” means the entry by the Issuer into this Indenture and the issuance of the Notes hereunder and the payment on or after the Issue Date of cash dividends or other
distributions of up to $550.0 million to holders of the Issuer’s Equity Interests and other transactions, including the payment of fees and expenses, relating to any of the foregoing. 

“Issuer” has the meaning set forth in the preamble hereto. 

“JV Distributions” means, at any time, 50% of the aggregate amount of all cash dividends or distributions received by
the Issuer or CommScope or any of their respective Restricted Subsidiaries as a return on an Investment in a Permitted Joint Venture during the period from January 14, 2011 through the end of the fiscal quarter most recently ended immediately
prior to such date for which financial statements are internally available (provided that the Issuer or any of its Restricted Subsidiaries are not required to reinvest such dividends or distributions in the Permitted Joint Venture).

 “Lien” means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or
encumbrance of any kind in respect of such asset, whether or not filed, recorded or otherwise perfected under applicable law (including any conditional sale or other title retention agreement, any lease in the nature thereof, any option or other
agreement to sell or give a security interest in and any filing of or agreement to give any financing statement under the Uniform Commercial Code (or equivalent statutes) of any jurisdiction); provided that in no event shall an operating
lease be deemed to constitute a Lien. 
 “Management Agreement” means that certain Management Agreement between
the Issuer and T.C. Group V, L.L.C., as amended, restated, modified or replaced as of January 14, 2011 and as may be amended, modified or replaced to the extent such amendment, modification or replacement is not less advantageous to the Holders
in any material respect than the Management Agreement as in effect as of January 14, 2011. 
 “Management
Group” means the group consisting of the executive officers and other management personnel of CommScope on January 14, 2011 or who became officers or management personnel of CommScope or any direct or indirect parent of CommScope, as
applicable, and the Subsidiaries following January 14, 2011 (other than in connection with a transaction that would otherwise be a Change of Control if such persons were not included in the definition of “Permitted Holders”), or (in
each case) trusts, partnerships or limited liability companies for the benefit of any of the foregoing, or any of their heirs, executors, successors and legal representatives, who at any date beneficially own or have the right to acquire, directly
or indirectly, Equity Interests of the Issuer or any Permitted Parent. 
 “Merger Agreement” means that certain
Agreement and Plan of Merger, dated as of October 26, 2010, among CommScope, the Issuer and Cedar I Merger Sub, Inc. 

“Moody’s” means Moody’s Investors Service, Inc. or any successor to the rating agency business thereof.


  
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 “Net Cash Proceeds” means the aggregate cash proceeds received by the
Issuer or any of its Restricted Subsidiaries in respect of any Asset Sale (including, without limitation, any cash received in respect of or upon the sale or other disposition of any Designated Non-cash Consideration received in any Asset Sale and
any cash payments received by way of deferred payment of principal pursuant to a note or installment receivable or otherwise, but only as and when received, and including any proceeds received as a result of unwinding any related Hedging Obligations
in connection with such transaction but excluding the assumption by the acquiring Person of Indebtedness relating to the disposed assets or other consideration received in any other non-cash form), net of the direct cash costs relating to such Asset
Sale and the sale or disposition of such Designated Non-cash Consideration (including, without limitation, legal, accounting and investment banking fees, and brokerage and sales commissions), and any relocation expenses incurred as a result thereof,
taxes paid or payable as a result thereof (after taking into account any available tax credits or deductions and any tax sharing arrangements related thereto), amounts required to be applied to the repayment of principal, premium (if any) and
interest on Indebtedness required (other than pursuant to Section 3.7(b)) to be paid as a result of such transaction, any costs associated with unwinding any related Hedging Obligations in connection with such transaction and any
deduction of appropriate amounts to be provided by the Issuer or any of its Restricted Subsidiaries as a reserve in accordance with GAAP against any liabilities associated with the asset disposed of in such transaction and retained by the Issuer or
any of its Restricted Subsidiaries after such sale or other disposition thereof, including, without limitation, pension and other post-employment benefit liabilities and liabilities related to environmental matters or against any indemnification
obligations associated with such transaction. 
 “Net Income” means, with respect to any Person, the net income
(loss) attributable to such Person, determined in accordance with GAAP and before any reduction in respect of Preferred Stock dividends. 
 “Non-Guarantor Subsidiary” means any Restricted Subsidiary that is not a Subsidiary Guarantor. 
 “Non-U.S. Person” means a Person who is not a U.S. Person. 

“Notes” means the Initial Notes, any Additional Notes and any PIK Notes, treated as a single class of securities.

 “Notes Custodian” means the custodian with respect to the Global Note (as appointed by the Depositary), or
any successor Person thereto and shall initially be the Trustee. 
 “Obligations” means any principal,
interest, penalties, fees, indemnifications, reimbursements (including, without limitation, reimbursement obligations with respect to letters of credit and bankers’ acceptances), damages and other liabilities payable under the documentation
governing any Indebtedness; provided that Obligations with respect to the Notes shall not include fees or indemnification in favor of the Trustee and other third parties other than the Holders of the Notes. 

“Offering Memorandum” means the confidential Offering Memorandum dated May 22, 2013, used in connection with the
offering of the Initial Notes. 
 “Officer” means the Chairman of the Board, Chief Executive Officer, Chief
Financial Officer, President, any Executive Vice President, Senior Vice President or Vice President, the Treasurer or the Secretary of the Issuer, CommScope or of any other Person, as the case may be. 

  
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 “Officer’s Certificate” means a certificate signed on behalf of the
Issuer by an Officer of the Issuer that meets the requirements set forth in this Indenture. 
 “Opinion of
Counsel” means a written opinion from legal counsel who is acceptable to the Trustee. The counsel may be an employee of or counsel to the Issuer. 
 “Original Issue Discount Legend” means the legend set forth in Section 2.1(d) to be placed on any Note issued under this Indenture. 

“Pari Passu Indebtedness” means: 

(1) with respect to the Issuer, the Notes and any Indebtedness that ranks pari passu in right of payment to the
Notes; and 
 (2) with respect to any Subsidiary Guarantor, its Guarantee and any Indebtedness that ranks pari
passu in right of payment to such Subsidiary Guarantor’s Guarantee. 
 “Participant” means, with
respect to the Depositary, Euroclear or Clearstream a Person who has an account with the Depositary, respectively (and, with respect to DTC, shall include Euroclear or Clearstream). 

“Permanent Regulation S Global Note” means a permanent Global Note in the form of Exhibit A hereto bearing the
Global Note Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Temporary Regulation S
Global Note upon expiration of the Restricted Period. 
 “Permitted Asset Swap” means the concurrent purchase
and sale or exchange of Related Business Assets or a combination of Related Business Assets and cash or Cash Equivalents between the Issuer or any of its Restricted Subsidiaries and another Person; provided that any cash or Cash Equivalents
received must be applied in accordance with Section 3.7. 
 “Permitted Debt” shall have the meaning
assigned thereto in the covenant described under Section 3.3. 
 “Permitted Holders” means each of
(i) the Sponsor, (ii) the Management Group, (iii) any group (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Exchange Act or any successor provision) of which the Persons described in clauses (i) and
(ii) are members; provided that, without giving effect to the existence of such group or any other group, the Persons described in clauses (i) and (ii), collectively, beneficially own Voting Stock representing 50% or more of the total
voting power of the Voting Stock of the Issuer or any of its direct or indirect parent companies held by such group and (iv) any Permitted Parent. Any Person or group, together with its Affiliates, whose acquisition of beneficial ownership
constitutes a Change of Control in respect of which a Change of Control Offer is made in accordance with the requirements of this Indenture will thereafter, together with its Affiliates, constitute an additional Permitted Holder. “Beneficial
Ownership” has the meaning given to such term under Rule 13d-3 under the Exchange Act, or any successor provision. 

“Permitted Investments” means: 
 (1) any Investment in cash and Cash Equivalents or Investment Grade Securities; 

  
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 (2) any Investment in the Issuer (including the Notes) or any Restricted
Subsidiary; 
 (3) any Investment by Restricted Subsidiaries of the Issuer in other Restricted Subsidiaries of
the Issuer and Investments by Subsidiaries that are not Restricted Subsidiaries in other Subsidiaries that are not Restricted Subsidiaries of the Issuer; 
 (4) any Investment by the Issuer or any Restricted Subsidiary of the Issuer in a Person that is primarily engaged in a Similar Business if as a result of such Investment (a) such Person becomes a
Restricted Subsidiary of the Issuer, or (b) such Person, in one transaction or a series of related transactions, is merged, consolidated or amalgamated with or into, or transfers or conveys all or substantially all of its assets to, or is liquidated
into, the Issuer or a Restricted Subsidiary of the Issuer; 
 (5) any Investment in securities or other assets
not constituting cash, Cash Equivalents or Investment Grade Securities and received in connection with an Asset Sale made pursuant to Section 3.7 or any other disposition of assets not constituting an Asset Sale; 

(6) any Investment (x) existing on the Issue Date, (y) made pursuant to binding commitments in effect on the Issue
Date and (z) that replaces, refinances, refunds, renews or extends any Investment described under either of the immediately preceding clauses (x) or (y); provided that any such Investment is in an amount that does not exceed the amount
replaced, refinanced, refunded, renewed or extended; 
 (7) advances to employees not in excess of $10.0 million
outstanding at any one time in the aggregate; 
 (8) loans and advances to officers, directors and employees for
business related travel expenses, moving and relocation expenses and other similar expenses, in each case Incurred in the ordinary course of business; 
 (9) any Investment (x) acquired by the Issuer or any of its Restricted Subsidiaries (a) in exchange for any other Investment or accounts receivable held by the Issuer or any such Restricted
Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other Investment or accounts receivable, or (b) as a result of a foreclosure by the Issuer or any of its Restricted
Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default and (y) received in compromise or resolution of (a) obligations of trade creditors or customers that were incurred
in the ordinary course of business of the Issuer or any Restricted Subsidiary, including pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of any trade creditor or customer, or (b) litigation,
arbitration or other disputes; 
 (10) Hedging Obligations permitted under Section 3.3(b)(x);

 (11) any Investment by the Issuer or any of its Restricted Subsidiaries in a Similar Business (other than an
Investment in an Unrestricted Subsidiary) having an aggregate Fair Market Value, taken together with all other Investments made pursuant to this clause (11) that are at the time outstanding, not to exceed the greater of (x) $135.0 million and
(y) 2.5% of Total Assets, at the time of such Investment (with the Fair Market Value of each Investment being measured at the time made and without giving effect to subsequent changes in value), at any one time outstanding; provided,
however, that if any Investment pursuant to this clause (11) is made in any 

  
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Person that is not a Restricted Subsidiary of the Issuer at the date of the making of such Investment and such Person becomes a Restricted Subsidiary of the Issuer after such date, such
Investment shall thereafter be deemed to have been made pursuant to clause (2) above and shall cease to have been made pursuant to this clause (11) for so long as such Person continues to be a Restricted Subsidiary; 

(12) Investments in joint ventures of the Issuer or any of its Restricted Subsidiaries existing on the Issue Date in an
aggregate amount, taken together with all other Investments made pursuant to this clause (12) that are at the time outstanding, not to exceed the greater of (x) $135.0 million and (y) 2.5% of Total Assets at the time of such Investment, at any
one time outstanding; provided, that the Investments permitted pursuant to this clause (12) may be increased by the amount of JV Distributions, without duplication of dividends or distributions increasing amounts available pursuant to
Section 3.4(a)(C); 
 (13) additional Investments by the Issuer or any of its Restricted Subsidiaries
having an aggregate Fair Market Value, taken together with all other Investments made pursuant to this clause (13) that are at the time outstanding, not to exceed the greater of (x) $225.0 million and (y) 4.0% of Total Assets, at the time of
such Investment (with the Fair Market Value of each Investment being measured at the time made and without giving effect to subsequent changes in value), at any one time outstanding; 

(14) Investments in Unrestricted Subsidiaries having an aggregate Fair Market Value, taken together with all other
Investments made pursuant to this clause (14) that are at that time outstanding, not to exceed the greater of (x) $100.0 million and (y) 1.75% of Total Assets, at the time of such Investment (with the Fair Market Value of each Investment being
measured at the time made and without giving effect to subsequent changes in value), at any one time outstanding; provided that no Default or Event of Default exists at the time of any such Investment or would result therefrom; 

(15) Investments the payment for which consists of Equity Interests (other than Excluded Equity) of the Issuer or any
direct or indirect parent of the Issuer, as applicable; provided, however, that such Equity Interests will not increase the amount available for Restricted Payments under Section 3.4(a)(C); 

(16) Investments consisting of the licensing or contribution of intellectual property pursuant to joint marketing
arrangements with other Persons; 
 (17) Investments consisting of purchases and acquisitions of inventory,
supplies, materials and equipment or purchases of contract rights or licenses or leases of intellectual property, in each case in the ordinary course of business; 

(18) any Investment in a Receivables Subsidiary or any Investment by a Receivables Subsidiary in any other Person in
connection with a Qualified Receivables Financing, including Investments of funds held in accounts permitted or required by the arrangements governing such Qualified Receivables Financing or any related Indebtedness; provided, however,
that any Investment in a Receivables Subsidiary is in the form of a Purchase Money Note, contribution of additional receivables or an equity interest; 

  
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 (19) Investments of a Restricted Subsidiary of the Issuer acquired after the
Issue Date or of an entity merged into or consolidated with a Restricted Subsidiary of the Issuer in a transaction that is not prohibited by Section 4.1 after the Issue Date to the extent that such Investments were not made in
contemplation of such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation; and 
 (20) guarantees of Indebtedness permitted to be incurred under Section 3.3, and performance guarantees in the ordinary course of business. 

“Permitted Joint Venture” means, with respect to any specified Person, a joint venture in any other Person engaged in a
Similar Business in respect of which the Issuer or a Restricted Subsidiary beneficially owns at least 35% of the shares of Equity Interests of such Person. 
 “Permitted Liens” means, with respect to any Person: 
 (1) pledges or deposits by such Person under workers’ compensation laws, unemployment insurance laws or similar legislation, or good faith deposits in connection with bids, tenders, contracts (other
than for the payment of Indebtedness) or leases to which such Person is a party, or deposits to secure public or statutory obligations of such Person or deposits of cash or U.S. government bonds to secure surety or appeal bonds to which such Person
is a party, or deposits as security for contested taxes or import duties or for the payment of rent, in each case incurred in the ordinary course of business; 
 (2) Liens imposed by law, such as carriers’, warehousemen’s and mechanics’ Liens, in each case for sums not yet due or being contested in good faith by appropriate proceedings or other
Liens arising out of judgments or awards against such Person with respect to which such Person shall then be proceeding with an appeal or other proceedings for review (or which, if due and payable, are being contested in good faith by appropriate
proceedings and for which adequate reserves are being maintained, to the extent required by GAAP and such proceedings have the effect of preventing the forfeiture or sale of the property or assets subject to any such Lien); 

(3) Liens for taxes, assessments or other governmental charges (i) that are not yet due or payable or (ii) that are
being contested in good faith by appropriate proceedings that have the effect of preventing the forfeiture or sale of the property or assets subject to any such Lien and for which adequate reserves are being maintained to the extent required by
GAAP; 
 (4) Liens in favor of issuers of performance and surety bonds or bid bonds or with respect to other
regulatory requirements or letters of credit issued pursuant to the request of and for the account of such Person in the ordinary course of its business; 
 (5) minor survey exceptions, minor encumbrances, easements or reservations of, or rights of others for, licenses, rights-of-way, sewers, electric lines, telegraph and telephone lines and other similar
purposes, or zoning or other restrictions as to the use of real properties or Liens incidental to the conduct of the business of such Person or to the ownership of its properties that were not Incurred in connection with Indebtedness and that do not
in the aggregate materially adversely affect the value of said properties or materially impair their use in the operation of the business of such Person; 
 (6) Liens Incurred to secure Obligations in respect of Indebtedness permitted to be Incurred pursuant to clauses (i), (iv), (xvii) or (xx) of the definition of “Permitted Debt”;
provided that, (x) in the case of clause (iv), such Lien extends only to the assets and/or Capital Stock, the acquisition, lease, construction, repair, replacement or improvement of which is financed thereby and any income or profits thereof;
and (y) in the case of clause (xx), such Lien does not extend to the property or assets (or income or profits therefrom) of any Restricted Subsidiary other than a Foreign Subsidiary that is not a Subsidiary Guarantor; 

  
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 (7) Liens existing on the Issue Date; 

(8) Liens on assets of, or Equity Interests in, a Person at the time such Person becomes a Subsidiary; provided,
however, that such Liens are not created or Incurred in connection with, or in contemplation of, such other Person becoming such a Subsidiary; provided, further, however, that such Liens may not extend to any other assets
of the Issuer or any Restricted Subsidiary of the Issuer; 
 (9) Liens on assets at the time the Issuer or a
Restricted Subsidiary of the Issuer acquired the assets, including any acquisition by means of a merger or consolidation with or into the Issuer or any Restricted Subsidiary of the Issuer; provided, however, that such Liens are not
created or Incurred in connection with, or in contemplation of, such acquisition; provided, further, however, that the Liens may not extend to any other assets owned by the Issuer or any Restricted Subsidiary of the Issuer;

 (10) Liens securing Indebtedness or other obligations of a Restricted Subsidiary owing to the Issuer or
another Restricted Subsidiary of the Issuer permitted to be Incurred in accordance with Section 3.3; 

(11) Liens securing Hedging Obligations so long as the related Indebtedness is, and is permitted to be under this
Indenture, secured by a Lien on the same property securing such Hedging Obligations; 
 (12) Liens on specific
items of inventory or other goods and proceeds of any Person securing such Person’s obligations in respect of bankers’ acceptances issued or created for the account of such Person to facilitate the purchase, shipment or storage of such
inventory or other goods; 
 (13) leases and subleases of real property that do not materially interfere with the
ordinary conduct of the business of the Issuer or any of its Restricted Subsidiaries; 
 (14) Liens arising from
Uniform Commercial Code financing statement filings regarding operating leases entered into by the Issuer and its Restricted Subsidiaries in the ordinary course of business; 

(15) Liens in favor of the Issuer or any Subsidiary Guarantor; 

(16) Liens on accounts receivable and related assets of the type specified in the definition of “Receivables
Financing” Incurred in connection with a Qualified Receivables Financing; 
 (17) deposits made in the
ordinary course of business to secure liability to insurance carriers; 
 (18) Liens on the Equity Interests of
Unrestricted Subsidiaries; 

  
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 (19) grants of software and other technology licenses in the ordinary course
of business; 
 (20) judgment and attachment Liens not giving rise to an Event of Default and notices of lis
pendens and associated rights related to litigation being contested in good faith by appropriate proceedings and for which adequate reserves have been made; 
 (21) Liens arising out of conditional sale, title retention, consignment or similar arrangements for the sale of goods entered into in the ordinary course of business; 

(22) Liens Incurred to secure cash management services (and other “bank products”) owed to a lender under the
Credit Agreements (or any Affiliate of such lender) in the ordinary course of business; 
 (23) Liens to secure
any refinancing, refunding, extension, renewal or replacement (or successive refinancings, refundings, extensions, renewals or replacements) as a whole, or in part, of any Indebtedness secured by any Lien referred to in the foregoing clauses (6),
(7), (8), (9), (10), (11) and ( 24); provided, however, that (x) such new Lien shall be limited to all or part of the same property that secured the original Lien (plus improvements on such property), and (y) the Indebtedness
secured by such Lien at such time is not increased to any amount greater than the sum of (A) the outstanding principal amount or, if greater, committed amount of the Indebtedness described under clauses (6), (7), (8), (9), (10), (11) and
(24) at the time the original Lien became a Permitted Lien under this Indenture, and (B) an amount necessary to pay any fees and expenses, including premiums, related to such refinancing, refunding, extension, renewal or replacement;

 (24) Liens securing Pari Passu Indebtedness permitted to be Incurred pursuant to Section 3.3;
provided that at the time of any Incurrence of such Pari Passu Indebtedness and the associated Lien and after giving pro forma effect thereto (in a manner consistent with the calculation of the Fixed Charge Coverage Ratio) under this clause
(24), the Consolidated Senior Secured Debt Ratio shall not be greater than 2.25 to 1.00; 
 (25) other Liens
securing obligations Incurred in the ordinary course of business that do not exceed the greater of (x) $87.5 million and (y) 2.0% of Total Assets at the time of Incurrence of such obligation, at any one time outstanding; 

(26) Liens on the assets of a joint venture to secure Indebtedness of such joint venture Incurred pursuant to clause (xxi)
of the definition of “Permitted Debt”; 
 (27) Liens on equipment of the Issuer or any Restricted
Subsidiary of the Issuer granted in the ordinary course of business to the Issuer’s or such Restricted Subsidiary’s client where such equipment is located; 

(28) Liens created solely for the benefit of (or to secure) all of the Notes or the Guarantees; 

(29) Liens on property or assets used to defease or to satisfy and discharge Indebtedness; provided that such
defeasance or satisfaction and discharge is not prohibited by this Indenture; 

  
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 (30) Liens in favor of customs and revenue authorities arising as a matter
of law to secure payment of customs duties in connection with the importation and exportation of goods in the ordinary course of business; 
 (31) Liens (i) of a collection bank arising under Section 4-210 of the Uniform Commercial Code on items in the course of collection; (ii) attaching to commodity trading accounts or other commodity
brokerage accounts incurred in the ordinary course of business; and (iii) in favor of banking institutions arising as a matter of law encumbering deposits (including the right of setoff) and that are within the general parameters customary in
the banking industry; and 
 (32) Liens that are contractual rights of set-off (i) relating to the
establishment of depository relations with banks not given in connection with the issuance of Indebtedness; (ii) relating to pooled deposit or sweep accounts of the Issuer or any Restricted Subsidiary to permit satisfaction of overdraft or
similar obligations incurred in the ordinary course of business of the Issuer and its Restricted Subsidiaries; or (iii) relating to purchase orders and other agreements entered into with customers of the Issuer or any of its Restricted
Subsidiaries in the ordinary course of business. 
 For purposes of determining compliance with this definition, (x) a Lien
need not be Incurred solely by reference to one category of Permitted Liens described in this definition but may be Incurred under any combination of such categories (including in part under one such category and in part under any other such
category), (y) in the event that a Lien (or any portion thereof) meets the criteria of one or more of such categories of Permitted Liens, the Issuer shall, in its sole discretion, classify or reclassify such Lien (or any portion thereof) in any
manner that complies with this definition, and (z) in the event that a portion of Indebtedness secured by a Lien could be classified as secured in part pursuant to clause (24) above (giving effect to the Incurrence of such portion of such
Indebtedness), the Issuer, in its sole discretion, may classify such portion of such Indebtedness (and any Obligations in respect thereof) as having been secured pursuant to clause (24) above and thereafter the remainder of the Indebtedness as
having been secured pursuant to one or more of the other clauses of this definition. 
 “Permitted Parent”
means (a) any direct or indirect parent of the Issuer that at the time it became a parent of the Issuer was a Permitted Holder pursuant to clauses (i), (ii) or (iii) of the definition thereof and such parent was not formed in connection with,
or in contemplation of, a transaction (other than the Transactions) that would otherwise constitute a Change of Control, and (b) any Public Company (or Wholly Owned Subsidiary of such Public Company) to the extent and until such time as any Person
or group (other than a Permitted Holder) is deemed to be or become a beneficial owner of Voting Stock of such Public Company representing more than 50% of the total voting power of the Voting Stock of such Public Company. 

“Person” means any individual, corporation, partnership, limited liability company, joint venture, association, joint
stock company, trust, unincorporated organization, government or any agency or political subdivision thereof or any other entity. 
 “PIK Interest” means interest on the Notes, which is paid, at the Issuer’s election, by increasing the amount of the outstanding Notes or by issuing additional PIK Notes. 

“Preferred Stock” means any Equity Interest with preferential right of payment of dividends or upon liquidation,
dissolution or winding up. 

  
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 “Private Placement Legend” means the legend set forth in
Section 2.1(c) to be placed on all Notes issued under this Indenture except where otherwise permitted by the provisions hereof. 
 “Pro Forma Cost Savings” means, without duplication, with respect to any period, the reductions in costs and other operating improvements or synergies that have been realized or are
reasonably anticipated to be realized in good faith with respect to a pro forma event within twelve months of the date of such pro forma event and that are reasonable and factually supportable, as if all such reductions in costs and other operating
improvements or synergies had been effected as of the beginning of such period, decreased by any recurring incremental expenses incurred or to be incurred during such four-quarter period in order to achieve such reduction in costs. Pro Forma Cost
Savings described in the preceding sentence shall be accompanied by a certificate delivered to the Trustee from the Issuer’s chief financial officer that outlines the specific actions taken or to be taken and the net cost reductions and other
operating improvements or synergies achieved or to be achieved from each such action and certifies that such cost reductions and other operating improvements or synergies meet the criteria set forth in the preceding sentence. 

“Public Company” means any Person with a class or series of Voting Stock that is traded on a stock exchange or in the
over-the-counter market. 
 “Purchase Money Note” means a promissory note of a Receivables Subsidiary
evidencing a line of credit, which may be irrevocable, from the Issuer or any Subsidiary of the Issuer to a Receivables Subsidiary in connection with a Qualified Receivables Financing, which note is intended to finance that portion of the purchase
price that is not paid by cash or a contribution of equity. 
 “QIB” means any “qualified institutional
buyer” (as defined in Rule 144A). 
 “Qualified Receivables Financing” means any Receivables Financing of
a Receivables Subsidiary that meets the following conditions: 
 (1) the Board of Directors of the Issuer shall
have determined in good faith that such Qualified Receivables Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Issuer and its Restricted
Subsidiaries, 
 (2) all sales of accounts receivable and related assets by the Issuer or any Restricted
Subsidiary to the Receivables Subsidiary are made at Fair Market Value (as determined in good faith by the Issuer), and 
 (3) the financing terms, covenants, termination events and other provisions thereof shall be market terms (as determined in good faith by the Issuer) and may include Standard Securitization Undertakings.

 The grant of a security interest in any accounts receivable of the Issuer or any of its Restricted Subsidiaries (other than a
Receivables Subsidiary) to secure any Credit Agreement shall not be deemed a Qualified Receivables Financing. 
 “Rating
Agency” means (1) each of Moody’s and S&P and (2) if Moody’s or S&P ceases to rate the Notes for reasons outside of the Issuer’s control, a “nationally recognized statistical rating organization” within
the meaning of Section 3 under the Exchange Act selected by the Issuer or any parent of the Issuer as a replacement agency for Moody’s or S&P, as the case may be. 

  
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 “Receivables Fees” means distributions or payments made directly or by
means of discounts with respect to any participation interest issued or sold in connection with, and other fees paid to a Person that is not a Restricted Subsidiary in connection with, any Receivables Financing. 

“Receivables Financing” means any transaction or series of transactions that may be entered into by the Issuer or any of
its Subsidiaries pursuant to which the Issuer or any of its Subsidiaries may sell, convey or otherwise transfer to (a) a Receivables Subsidiary (in the case of a transfer by the Issuer or any of its Subsidiaries), and (b) any other Person (in the
case of a transfer by a Receivables Subsidiary), or may grant a security interest in, any accounts receivable (whether now existing or arising in the future) of the Issuer or any of its Subsidiaries, and any assets related thereto including, without
limitation, all collateral securing such accounts receivable, all contracts and all guarantees or other obligations in respect of such accounts receivable, proceeds of such accounts receivable and other assets that are customarily transferred or in
respect of which security interests are customarily granted in connection with asset securitization transactions involving accounts receivable and any Hedging Obligations entered into by the Issuer or any such Subsidiary in connection with such
accounts receivable. 
 “Receivables Repurchase Obligation” means any obligation of a seller of receivables in
a Qualified Receivables Financing to repurchase receivables arising as a result of a breach of a representation, warranty or covenant or otherwise, including as a result of a receivable or portion thereof becoming subject to any asserted defense,
dispute, off-set or counterclaim of any kind as a result of any action taken by, any failure to take action by or any other event relating to the seller. 
 “Receivables Subsidiary “ means a Wholly Owned Restricted Subsidiary of the Issuer (or another Person formed for the purposes of engaging in a Qualified Receivables Financing with the
Issuer in which the Issuer or any Subsidiary of the Issuer makes an Investment and to which the Issuer or any Subsidiary of the Issuer transfers accounts receivable and related assets) that engages in no activities other than in connection with the
financing of accounts receivable of the Issuer and its Subsidiaries, all proceeds thereof and all rights (contractual or other), collateral and other assets relating thereto, and any business or activities incidental or related to such business, and
that is designated by the Board of Directors of the Issuer (as provided below) as a Receivables Subsidiary and: 

(a) no portion of the Indebtedness or any other obligations (contingent or otherwise) of which (i) is guaranteed by
the Issuer or any other Subsidiary of the Issuer (excluding guarantees of obligations (other than the principal of, and interest on, Indebtedness) pursuant to Standard Securitization Undertakings), (ii) is recourse to or obligates the Issuer or
any other Subsidiary of the Issuer in any way other than pursuant to Standard Securitization Undertakings, or (iii) subjects any property or asset of the Issuer or any other Subsidiary of the Issuer, directly or indirectly, contingently or
otherwise, to the satisfaction thereof, other than pursuant to Standard Securitization Undertakings, 
 (b) with
which neither the Issuer nor any other Subsidiary of the Issuer has any material contract, agreement, arrangement or understanding other than on terms that the Issuer reasonably believes to be no less favorable to the Issuer or such Subsidiary than
those that might be obtained at the time from Persons that are not Affiliates of the Issuer, and 
 (c) to which
neither the Issuer nor any other Subsidiary of the Issuer has any obligation to maintain or preserve such entity’s financial condition or cause such entity to achieve certain levels of operating results. 

  
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 Any such designation by the Board of Directors of the Issuer shall be evidenced to the
Trustee by filing with the Trustee a certified copy of the resolution of the Board of Directors of the Issuer giving effect to such designation and an Officer’s Certificate certifying that such designation complied with the foregoing
conditions. 
 “Record Date” for the interest payable on any applicable Interest Payment Date means May 15
and November 15 (whether or not a Business Day) next preceding such Interest Payment Date. 
 “Regulation
S” means Regulation S promulgated under the Securities Act. 
 “Regulation S Global Note” means a
Temporary Regulation S Global Note or Permanent Regulation S Global Note, as applicable. 
 “Related Business
Assets” means assets (other than cash or Cash Equivalents) used or useful in a Similar Business; provided that any assets received by the Issuer or a Restricted Subsidiary in exchange for assets transferred by the Issuer or a
Restricted Subsidiary will not be deemed to be Related Business Assets if they consist of securities of a Person, unless upon receipt of the securities of such Person, such Person would become a Restricted Subsidiary. 

“Replacement Assets” means (1) tangible assets that will be used or useful in a Similar Business, (2) substantially
all the assets of a Similar Business or (3) a majority of the Voting Stock of any Person engaged in a Similar Business that will become, on the date of acquisition thereof, a Restricted Subsidiary. 

“Restricted Definitive Note” means a Definitive Note bearing the Private Placement Legend. 

“Restricted Global Note” means a Global Note bearing the Private Placement Legend. 

“Restricted Investment” means an Investment other than a Permitted Investment. 

“Restricted Period” means, in relation to the Initial Notes, the 40 consecutive days beginning on and including the
later of (A) the day on which the Initial Notes are offered to persons other than distributors (as defined in Regulation S under the Securities Act) and (B) the Issue Date; and, in relation to any Additional Notes that bear the Private
Placement Legend, it means the comparable period of 40 consecutive days. 
 “Restricted Subsidiary” means any
Subsidiary of a Person other than an Unrestricted Subsidiary of such Person. Unless otherwise indicated in this Indenture, all references to Restricted Subsidiaries shall mean Restricted Subsidiaries of the Issuer. 

“Rule 144” means Rule 144 promulgated under the Securities Act. 

“Rule 144A” means Rule 144A promulgated under the Securities Act. 

“Rule 903” means Rule 903 promulgated under the Securities Act. 

“Rule 904” means Rule 904 promulgated under the Securities Act. 

  
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 “Sale/Leaseback Transaction” means an arrangement relating to property now
owned or hereafter acquired by the Issuer or a Restricted Subsidiary whereby the Issuer or a Restricted Subsidiary transfers such property to a Person and the Issuer or such Restricted Subsidiary leases it from such Person, other than leases between
the Issuer and a Restricted Subsidiary of the Issuer or between Restricted Subsidiaries of the Issuer. 

“S&P” means Standard & Poor’s Ratings Services, a Standard & Poor’s Financial Services LLC
business, or any successor to the rating agency business thereof. 
 “SEC” means the Securities and Exchange
Commission. 
 “Secured Indebtedness” means any Indebtedness secured by a Lien. 

“Securities Act” means the Securities Act of 1933, as amended, and the rules and regulations of the SEC promulgated
thereunder. 
 “Significant Subsidiary” means any Restricted Subsidiary that would be a “significant
subsidiary” of the Issuer within the meaning of Rule 1-02 under Regulation S-X promulgated by the SEC. 
 “Similar
Business” means any business engaged in by the Issuer, CommScope or any of their respective Restricted Subsidiaries on the Issue Date and any business or other activities that are reasonably similar, ancillary, complementary or related to,
or a reasonable extension, development or expansion of, the businesses in which the Issuer, CommScope and their respective Restricted Subsidiaries are engaged on the Issue Date. 

“Sponsor” means (1) T.C. Group L.L.C. and (2) one or more investment funds advised, managed or controlled by T.C.
Group L.L.C. and, in each case (whether individually or as a group) Affiliates of (1) or (2) (but excluding any operating portfolio companies of the foregoing). 
 “Standard Securitization Undertakings” means representations, warranties, covenants, indemnities and guarantees of performance entered into by the Issuer or any Subsidiary of the Issuer
that the Issuer has determined in good faith to be customary in a Receivables Financing including, without limitation, those relating to the servicing of the assets of a Receivables Subsidiary, it being understood that any Receivables Repurchase
Obligation shall be deemed to be a Standard Securitization Undertaking. 
 “Stated Maturity” means, with
respect to any security, the date specified in such security as the fixed date on which the final payment of principal of such security is due and payable, including pursuant to any mandatory redemption provision (but excluding any provision
providing for the repurchase of such security at the option of the holder thereof upon the happening of any contingency beyond the control of the issuer unless such contingency has occurred). 

“Subordinated Indebtedness” means (a) with respect to the Issuer, any Indebtedness of the Issuer that is by its terms
subordinated in right of payment to the Notes, and (b) with respect to any Subsidiary Guarantor, any Indebtedness of such Subsidiary Guarantor that is by its terms subordinated in right of payment to its Guarantee. 

“Subsidiary” means, with respect to any Person (1) any corporation, association or other business entity (other
than a partnership, joint venture, limited liability company or similar entity) of which more than 50% of the total voting power of the Voting Stock is at the time of determination owned or controlled, directly or indirectly, by such Person or one
or more of the other Subsidiaries of that Person 

  
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or a combination thereof, (2) any partnership, joint venture, limited liability company or similar entity of which (x) more than 50% of the capital accounts, distribution rights, total equity and
voting interests or general and limited partnership interests, as applicable, are owned or controlled, directly or indirectly, by such Person or one or more of the other Subsidiaries of that Person or a combination thereof, whether in the form of
membership, general, special or limited partnership interests or otherwise, and (y) such Person or any Restricted Subsidiary of such Person is a controlling general partner or otherwise controls such entity and (3) any Person that is
consolidated in the consolidated financial statements of the specified Person in accordance with GAAP. 
 “Subsidiary
Guarantor” means each Restricted Subsidiary of the Issuer that Incurs a Guarantee of the Notes; provided that upon the release or discharge of such Person from its Guarantee in accordance with this Indenture, such Person automatically
ceases to be a Subsidiary Guarantor; provided further that no Foreign Subsidiary or Foreign Subsidiary Holdco shall be a Subsidiary Guarantor. 
 “Temporary Regulation S Global Note” means a temporary Global Note in the form of Exhibit A hereof bearing the Global Note Legend, the Private Placement Legend, and the Temporary
Regulation S Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Notes sold in reliance on Rule 903. 

“Temporary Regulation S Legend” means the legend set forth in Section 2.1(e). 

“Term B Credit Agreement” means (i) the credit agreement with respect to the senior secured term B credit facility
entered into on the Issue Date among the Issuer, CommScope, certain Subsidiaries of CommScope, the financial institutions named therein and JPMorgan Chase Bank, N.A., as Administrative Agent, as amended, restated, supplemented, waived, replaced
(whether or not upon termination, and whether with the original lenders or otherwise), restructured, repaid, refunded, refinanced or otherwise modified from time to time, including any agreement or indenture extending the maturity thereof,
refinancing, replacing or otherwise restructuring all or any portion of the Indebtedness under such agreement or agreements or indenture or indentures or any successor or replacement agreement or agreements or indenture or indentures or increasing
the amount loaned or issued thereunder or altering the maturity thereof, and (ii) whether or not the credit agreement referred to in clause (i) remains outstanding, if designated by the Issuer to be included in the definition of “Term B
Credit Agreement,” one or more (A) debt facilities, indentures or commercial paper facilities providing for revolving credit loans, term loans, notes, debentures, receivables financing (including through the sale of receivables to lenders or to
special purpose entities formed to borrow from lenders against such receivables) or letters of credit, (B) debt securities, indentures or other forms of debt financing (including convertible or exchangeable debt instruments or bank guarantees or
bankers’ acceptances), or (C) instruments or agreements evidencing any other Indebtedness, in each case, with the same or different borrowers or issuers and, in each case, as amended, supplemented, modified, extended, restructured,
renewed, refinanced, restated, increased, replaced or refunded in whole or in part from time to time. 
 “TIA”
means the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of this Indenture. 

“Total Assets” means the total consolidated assets of the Issuer and its Restricted Subsidiaries, as shown on the most
recent consolidated balance sheet of the Issuer and its Restricted Subsidiaries, determined on a pro forma basis as set forth in the definition of Fixed Charge Coverage Ratio. 

  
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 “Transactions” means the transactions contemplated by the Merger Agreement,
including the borrowings under the Credit Agreements and the issuance of the 2019 Notes as in effect on January 14, 2011. 

“Treasury Rate” means, as of the applicable redemption date, the yield to maturity in respect of such redemption date of
United States Treasury securities with a constant maturity (as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) that has become publicly available at least three Business Days prior to the date of the
applicable notice of redemption for such redemption date (or, if such Statistical Release is no longer published, any publicly available source of similar market data)) most nearly equal to the period from such redemption date to June 1,
2016; provided, however, that if the period from such redemption date to June 1, 2016 is less than one year, the weekly average yield on actually traded United States Treasury securities adjusted to a constant maturity of one year
will be used. 
 “Trust Officer” means any officer within the corporate trust administration department of the
Trustee, with direct responsibility for performing the Trustee’s duties under this Indenture and also means, with respect to a particular corporate trust matter, any other officer of the Trustee to whom such matter is referred because of such
person’s knowledge of and familiarity with the particular subject. 
 “Trustee” means Wilmington Trust,
National Association until a successor replaces it and, thereafter, means the successor. 
 “Unrestricted Definitive
Note” means one or more Definitive Notes that do not bear and are not required to bear the Private Placement Legend. 

“Unrestricted Global Note” means a permanent Global Note substantially in the form of Exhibit A attached hereto
that bears the Global Note Legend and that has the “Schedule of Increases or Decreases in Global Note” attached thereto, and that is deposited with or on behalf of and registered in the name of the Depositary, representing Notes that do
not bear the Private Placement Legend. 
 “Unrestricted Subsidiary” means: 

(1) any Subsidiary of the Issuer that at the time of determination shall be designated an Unrestricted Subsidiary by the
Board of Directors of such Person pursuant to Section 3.14; and 
 (2) any Subsidiary of an
Unrestricted Subsidiary. 
 “U.S. Government Obligations” means securities that are: 

(1) direct obligations of the United States of America for the timely payment of which its full faith and credit is
pledged, or 
 (2) obligations of a Person controlled or supervised by and acting as an agency or instrumentality
of the United States of America the timely payment of which is unconditionally guaranteed as a full faith and credit obligation by the United States of America, 
 which, in each case, are not callable or redeemable at the option of the issuer thereof, and shall also include a depository receipt issued by a bank (as defined in Section 3(a)(2) of the Securities Act)
as custodian with respect to any such U.S. Government Obligations or a specific payment of principal of or interest on any such U.S. Government Obligations held by such custodian for the account of the holder of such


  
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depository receipt; provided that (except as required by law) such custodian is not authorized to make any deduction from the amount payable to the holder of such depository receipt from
any amount received by the custodian in respect of the U.S. Government Obligations or the specific payment of principal of or interest on the U.S. Government Obligations evidenced by such depository receipt. 

“Voting Stock” of any Person as of any date means the Capital Stock of such Person that is at the time entitled to vote
(without regard to the occurrence of any contingency) in the election of the Board of Directors of such Person. 

“Weighted Average Life to Maturity” means, when applied to any Indebtedness or Disqualified Stock, as the case may be,
at any date, the quotient obtained by dividing (1) the sum of the products of the number of years from the date of determination to the date of each successive scheduled principal payment of such Indebtedness or redemption or similar payment
with respect to such Disqualified Stock multiplied by the amount of such payment, by (2) the sum of all such payments. 

“Wholly Owned Restricted Subsidiary” is any Wholly Owned Subsidiary that is a Restricted Subsidiary. 

“Wholly Owned Subsidiary” of any Person means a direct or indirect Subsidiary of such Person 100% of the outstanding
Capital Stock or other ownership interests of which (other than directors’ qualifying shares or shares or interests required to be held by foreign nationals or other third parties to the extent required by applicable law) shall at the time be
owned by such Person or by one or more Wholly Owned Subsidiaries of such Person and one or more Wholly Owned Subsidiaries of such Person. 
 SECTION 1.2 Other Definitions. 
  

			
	 Term
	  	 Defined in
Section

	 “actual knowledge”
	  	7.2(g)
	 “Additional Notes”
	  	2.2
	 “Affiliate Transaction”
	  	3.8(a)
	 “Agent Members”
	  	2.1(e)
	 “AHYDO redemption date”
	  	5.2
	 “Asset Sale Offer”
	  	3.7(c)
	 “Change of Control Offer”
	  	3.9(b)
	 “Change of Control Payment Date”
	  	3.9(b)
	 “covenant defeasance option”
	  	8.1
	 “Covenant Suspension Event”
	  	3.15(a)
	 “Defaulted Interest”
	  	2.12
	 “DTC”
	  	2.1(b)
	 “Event of Default”
	  	6.1
	 “Excess Proceeds”
	  	3.7(c)
	 “Guarantor Obligations”
	  	10.1(a)
	 “IPO”
	  	3.4(b)(iv)
	 “legal defeasance option”
	  	8.1
	 “Mandatory Principal Redemption”
	  	5.2
	 “Mandatory Principal Redemption Amount”
	  	5.2
	 “Offer Amount”
	  	5.9(a)
	 “Offer Period”
	  	5.9(a)


  
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	 Term
	  	 Defined in
Section

	 “Offer to Repurchase”
	  	5.9
	 “Paying Agent”
	  	2.3
	 “Permitted Debt”
	  	3.3(b)
	 “PIK Note”
	  	2.6(m)
	 “PIK Payment”
	  	2.6(m)
	 “Purchase Date”
	  	5.9(a)
	 “Redemption Date”
	  	5.4
	 “Refinancing Indebtedness”
	  	3.3(b)(xiv)
	 “Refunding Capital Stock”
	  	3.4(b)(ii)
	 “Registrar”
	  	2.3
	 “Resale Restriction Termination Date”
	  	2.1(c)
	 “Restricted Payments”
	  	3.4(a)
	 “Retired Capital Stock”
	  	3.4(b)(ii)
	 “Reversion Date”
	  	3.15
	 “Special Interest Payment Date”
	  	2.12(a)
	 “Special Record Date”
	  	2.12(a)
	 “Successor Company”
	  	4.1
	 “Successor Guarantor”
	  	10.5
	 “Suspended Covenants”
	  	3.15
	 “Suspension Period”
	  	3.15

 SECTION 1.3 Rules of Construction. Unless the context otherwise requires: 

(a) a term has the meaning assigned to it; 

(b) an accounting term not otherwise defined has the meaning assigned to it in accordance with GAAP; 

(c) “or” is not exclusive; 

(d) “including” means including without limitation; 

(e) words in the singular include the plural and words in the plural include the singular; 

(f) (i) unsecured Indebtedness shall not be deemed to be subordinate or junior to secured Indebtedness merely by
virtue of its nature as unsecured Indebtedness; 
 (g) references to sections of, or rules under, the Securities
Act or Exchange Act shall be deemed to include substitute, replacement or successor sections or rules adopted by the SEC from time to time; 
 (h) unless the context otherwise requires, any reference to an “Article,” “Section” or “clause” refers to an Article, Section or clause, as the case may be, of this
Indenture; 

  
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 (i) the words “herein,” “hereof” and
“hereunder” and any other words of similar import refer to this Indenture as a whole and not any particular Article, Section, clause or other subdivision; and 

(j) references to “principal amount” of Notes include any increase in the principal amount of outstanding Notes
(including the issuance of PIK Notes) as a result of a PIK Payment. 
 ARTICLE II 

The Notes 

SECTION 2.1 Form and Dating. 
 (a) The Notes and the Trustee’s certificate of authentication shall be substantially in the form of Exhibit A hereto, the terms of which are incorporated in and made a part hereof. The Notes
may have notations, legends or endorsements approved as to form by the Issuer, and required by law, stock exchange rule, agreements to which the Issuer is subject or usage. Each Note shall be dated the date of its authentication. The Notes shall be
issuable only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof). 

(b) The Notes shall initially be issued in the form of one or more Global Notes and The Depository Trust Company
(“DTC”), its nominees, and their respective successors, shall act as the Depositary with respect thereto. Each Global Note (i) shall be registered in the name of the Depositary for such Global Note or the nominee of such
Depositary, (ii) shall be delivered by the Trustee to such Depositary or held by the Trustee as custodian for the Depositary pursuant to such Depositary’s instructions, and (iii) shall bear a Global Note Legend in substantially the
following form: 
 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW
YORK CORPORATION (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN
AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. 
 THIS NOTE IS A GLOBAL NOTE
WITHIN THE MEANING OF THE INDENTURE AND IS REGISTERED IN THE NAME OF THE DEPOSITARY OR A NOMINEE OF THE DEPOSITARY OR A SUCCESSOR DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY
OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE
DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.


  
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 (c) Except as permitted by Section 2.6(g), any Note not registered under the
Securities Act shall bear the following Private Placement Legend on the face thereof: 
 THIS SECURITY HAS NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED,
PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, SUCH REGISTRATION. THE HOLDER OF THIS SECURITY, BY ITS ACCEPTANCE HEREOF, AGREES ON ITS OWN BEHALF AND ON
BEHALF OF ANY INVESTOR ACCOUNT FOR WHICH IT HAS PURCHASED SECURITIES, TO OFFER, SELL OR OTHERWISE TRANSFER SUCH SECURITY, PRIOR TO THE DATE (THE “RESALE RESTRICTION TERMINATION DATE”) THAT IS [IN THE CASE OF RULE 144A NOTES: SIX MONTHS]
[IN THE CASE OF REGULATION S NOTES: 40 DAYS] AFTER THE LATER OF THE ORIGINAL ISSUE DATE HEREOF AND THE LAST DATE ON WHICH THE ISSUER OR ANY AFFILIATE OF THE ISSUER WAS THE OWNER OF THIS SECURITY (OR ANY PREDECESSOR OF SUCH SECURITY), ONLY
(A) TO THE ISSUER, (B) FOR SO LONG AS THE SECURITIES ARE ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT, TO A PERSON IT REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” AS DEFINED IN RULE 144A UNDER THE
SECURITIES ACT THAT PURCHASES FOR ITS ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (C) PURSUANT TO OFFERS AND SALES THAT OCCUR OUTSIDE THE UNITED
STATES WITHIN THE MEANING OF REGULATION S UNDER THE SECURITIES ACT OR (D) PURSUANT TO ANOTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, SUBJECT TO THE ISSUER’S AND THE TRUSTEE’S RIGHT PRIOR TO ANY SUCH
OFFER, SALE OR TRANSFER PURSUANT TO CLAUSES (C) OR (D) TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL, CERTIFICATION AND/OR OTHER INFORMATION SATISFACTORY TO EACH OF THEM. 

(d) Each Note issued hereunder shall bear an Original Issue Discount Legend in substantially the following form on the face thereof:

 THIS NOTE HAS BEEN ISSUED WITH “ORIGINAL ISSUE DISCOUNT” (WITHIN THE MEANING OF SECTION 1272 OF THE INTERNAL REVENUE
CODE OF 1986, AS AMENDED). UPON WRITTEN REQUEST, THE ISSUER WILL PROMPTLY MAKE AVAILABLE TO ANY HOLDER OF THIS NOTE THE FOLLOWING INFORMATION: (1) THE ISSUE PRICE AND ISSUE DATE OF THE NOTE, (2) THE AMOUNT OF ORIGINAL ISSUE DISCOUNT ON THE NOTE
AND (3) THE YIELD TO MATURITY OF THE NOTE. HOLDERS SHOULD CONTACT COMMSCOPE HOLDING COMPANY, INC., 1100 COMMSCOPE PLACE, SE, HICKORY, NORTH CAROLINA, 28602, ATTN: CHIEF FINANCIAL OFFICER. 

  
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 (e) The Temporary Regulation S Global Note shall bear a legend in substantially the
following form: 
 EXCEPT AS SET FORTH BELOW, BENEFICIAL OWNERSHIP INTERESTS IN THIS TEMPORARY REGULATION S GLOBAL NOTE WILL NOT
BE EXCHANGEABLE FOR INTERESTS IN THE PERMANENT REGULATION S GLOBAL NOTE OR ANY OTHER NOTE REPRESENTING AN INTEREST IN THE NOTES REPRESENTED HEREBY WHICH DO NOT CONTAIN A LEGEND CONTAINING RESTRICTIONS ON TRANSFER, UNTIL THE EXPIRATION OF THE
“40-DAY DISTRIBUTION COMPLIANCE PERIOD” (WITHIN THE MEANING OF RULE 903(b)(2) OF REGULATION S UNDER THE SECURITIES ACT) AND THEN ONLY UPON CERTIFICATION IN FORM REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH BENEFICIAL INTERESTS ARE OWNED
EITHER BY NON-U.S. PERSONS OR U.S. PERSONS WHO PURCHASED SUCH INTERESTS IN A TRANSACTION THAT DID NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT. DURING SUCH 40-DAY DISTRIBUTION COMPLIANCE PERIOD, BENEFICIAL OWNERSHIP INTERESTS IN THIS TEMPORARY
REGULATION S GLOBAL NOTE MAY ONLY BE SOLD, PLEDGED OR TRANSFERRED (I) TO THE ISSUER, (II) OUTSIDE THE UNITED STATES IN A TRANSACTION IN ACCORDANCE WITH RULE 904 OF REGULATION S UNDER THE SECURITIES ACT, OR (III) PURSUANT TO AN EFFECTIVE
REGISTRATION STATEMENT UNDER THE SECURITIES ACT, IN EACH OF CASES (I) THROUGH (III) IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. HOLDERS OF INTERESTS IN THIS TEMPORARY REGULATION S GLOBAL NOTE WILL NOTIFY
ANY PURCHASER OF THIS NOTE OF THE RESALE RESTRICTIONS REFERRED TO ABOVE, IF THEN APPLICABLE. 
 AFTER THE EXPIRATION OF THE
DISTRIBUTION COMPLIANCE PERIOD, BENEFICIAL INTERESTS IN THIS TEMPORARY REGULATION S GLOBAL NOTE MAY BE EXCHANGED FOR INTERESTS IN A RULE 144A GLOBAL NOTE ONLY IF (1) SUCH EXCHANGE OCCURS IN CONNECTION WITH A TRANSFER OF THE NOTES IN COMPLIANCE
WITH RULE 144A AND (2) THE TRANSFEROR OF THE REGULATION S GLOBAL NOTE FIRST DELIVERS TO THE REGISTRAR A WRITTEN CERTIFICATE (IN THE FORM ATTACHED TO THIS CERTIFICATE) TO THE EFFECT THAT THE REGULATION S GLOBAL NOTE IS BEING TRANSFERRED
(A) TO A PERSON WHO THE TRANSFEROR REASONABLY BELIEVES TO BE A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A, (B) TO A PERSON WHO IS PURCHASING FOR ITS OWN ACCOUNT OR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER IN A
TRANSACTION MEETING THE REQUIREMENTS OF RULE 144A, AND (C) IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES OF THE UNITED STATES AND OTHER JURISDICTIONS. 
 BENEFICIAL INTERESTS IN A RULE 144A GLOBAL NOTE MAY BE TRANSFERRED TO A PERSON WHO TAKES DELIVERY IN THE FORM OF AN INTEREST IN THE REGULATION S GLOBAL NOTE, WHETHER BEFORE OR AFTER THE EXPIRATION OF THE
40-DAY DISTRIBUTION COMPLIANCE PERIOD, ONLY IF THE TRANSFEROR FIRST DELIVERS TO THE REGISTRAR A WRITTEN CERTIFICATE (IN THE FORM ATTACHED TO THIS CERTIFICATE) TO THE EFFECT THAT SUCH TRANSFER IS BEING MADE IN ACCORDANCE WITH RULE 903 OR 904 OF
REGULATION S OR RULE 144 (IF AVAILABLE). 

  
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 Members of, or participants in, the Depositary (“Agent Members”) shall have
no rights under this Indenture with respect to any Global Note held on their behalf by the Depositary, or the Trustee as its custodian and the Depositary may be treated by the Issuer, the Trustee and any agent of the Issuer or the Trustee as the
absolute owner of the Global Note for all purposes whatsoever, including but not limited to notices and payments. Notwithstanding the foregoing, nothing herein shall prevent the Issuer, the Trustee or any agent of the Issuer or the Trustee from
giving effect to any written certification, proxy or other authorization furnished by the Depositary or impair, as between the Depositary and its Agent Members, the operation of customary practices governing the exercise of the rights of a Holder of
any Note. Any notice to be delivered to DTC (including, but not limited to, a notice of redemption) may be delivered electronically by the Trustee in accordance with applicable procedures of DTC. 

SECTION 2.2 Form of Execution and Authentication. An Officer shall sign the Notes for the Issuer by manual or facsimile signature.

 If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall
nevertheless be valid. 
 A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of
the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. 
 The Trustee shall
authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000, (ii) from time to time PIK Notes (as defined below) (or shall increase the principal amount of any Global Note) and
(iii) subject to compliance with Section 3.3, one or more series of Notes (“Additional Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A) in an unlimited
amount, in each case upon written order of the Issuer in the form of an Officer’s Certificate, which Officer’s Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with
Section 3.3. In addition, each such Officer’s Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes (including whether
such Notes shall be PIK Notes or an increase to the principal amount of any Global Note as a result of a PIK Payment (as defined below)) or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and
shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the
aggregate principal amount of, the Notes to be issued, (ii) shall be registered in the name of the Depositary or its nominee and (iii) shall be held by the Trustee as Notes Custodian. All Notes issued under this Indenture shall vote and consent
together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. 
 The Initial Notes, the PIK Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on
Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to among others, QIBs, purchasers in reliance on Regulation S. 
 The Trustee may appoint an authenticating agent reasonably acceptable to the Issuer to authenticate Notes. Unless limited by the terms of such appointment, an authenticating agent may authenticate Notes
whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer or any Affiliate of the Issuer.


  
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 SECTION 2.3 Registrar and Paying Agent. The Issuer shall maintain (i) an office
or agency where Notes may be presented for registration of transfer or for exchange (including any co-registrar, the “Registrar”) and (ii) an office or agency where Notes may be presented for payment (“Paying
Agent”). The Registrar shall keep a register of the Notes and of their transfer and exchange. The Issuer may appoint one or more co-registrars and one or more additional paying agents. The term “Paying Agent” includes any
additional paying agent. The Issuer may change any Paying Agent, Registrar or co-registrar without prior notice to any Holder. The Issuer shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. The
Issuer may act as Paying Agent, Registrar or co-registrar. The Issuer shall enter into an appropriate agency agreement with any Agent not a party to this Indenture. The agreement shall implement the provisions hereof that relate to such Agent. The
Issuer shall notify the Trustee in writing of the name and address of any such Agent. If the Issuer fails to maintain a Registrar or Paying Agent, or fails to give the foregoing notice, the Trustee shall act as such, and shall be entitled to
appropriate compensation in accordance with Section 7.6. 
 The Issuer initially appoints the Trustee as Registrar,
Paying Agent and to act as Notes Custodian with respect to the Notes. 
 SECTION 2.4 Paying Agent to Hold Money in Trust.
The Issuer shall require each Paying Agent other than the Trustee to agree in writing that the Paying Agent shall hold in trust for the benefit of the Holders or the Trustee all money held by the Paying Agent for the payment of principal of,
premium, if any, and Cash Interest on the Notes, and shall notify the Trustee in writing of any Default by the Issuer in making any such payment. While any such Default continues, the Trustee may require a Paying Agent to pay all money held by it to
the Trustee. The Issuer at any time may require a Paying Agent to pay all money held by such Paying Agent to the Trustee. Upon payment over to the Trustee, the Paying Agent (if other than the Issuer) shall have no further liability for the money
delivered to the Trustee. If the Issuer acts as Paying Agent, it shall segregate and hold in a separate trust fund for the benefit of the Holders all money held by it as Paying Agent. 

SECTION 2.5 Lists of Holders of the Notes. The Trustee shall preserve in as current a form as is reasonably practicable the most
recent list available to it of the names and addresses of Holders and shall otherwise comply with TIA §312(a). If the Trustee is not the Registrar, the Issuer shall furnish to the Trustee at least seven Business Days before each Interest
Payment Date and at such other times as the Trustee may request in writing a list in such form and as of such date as the Trustee may reasonably require of the names and addresses of Holders of the Notes, including the aggregate principal amount of
the Notes held by each thereof. 
 SECTION 2.6 Transfer and Exchange. 

(a) Transfer and Exchange of Global Notes. A Global Note may not be transferred except as a whole by the Depositary to a nominee
of the Depositary, by a nominee of the Depositary to the Depositary or to another nominee of the Depositary, or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. Global Notes shall be
exchanged by the Issuer for Definitive Notes, subject to any applicable laws, only (i) if the Issuer delivers to the Trustee notice from the Depositary that the Depositary is unwilling or unable to continue to act as Depositary for the Global Notes
and the Issuer fails to appoint a successor Depositary after the date of such notice from the Depositary or (ii) upon request of the Trustee or Holders of a majority of the aggregate principal


  
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amount of outstanding Notes if there shall have occurred and be continuing an Event of Default with respect to the Notes. In any such case, the Issuer shall notify the Trustee in writing that,
upon surrender by the Participants and Indirect Participants of their interests in such Global Note, certificated Notes shall be issued to each Person DTC identifies as being the beneficial owner of the related Notes. Global Notes also may be
exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or
Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a). However,
beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b) or (c) below. 
 (b) Transfer and Exchange of Beneficial Interests in the Global Notes. The transfer and exchange of beneficial interests in the Global Notes shall be effected through the Depositary, in accordance
with the provisions hereof and the Applicable Procedures. Beneficial interests in the Restricted Global Notes shall be subject to restrictions on transfer comparable to those set forth in this Indenture to the extent required by the Securities Act.
Transfers of beneficial interests in the Global Notes also shall require compliance with the applicable subparagraphs below: 
 (i) Transfer of Beneficial Interests in the Same Global Note. Beneficial interests in any Restricted Global Note may be transferred to Persons who take delivery thereof in the form of a beneficial
interest in the same Restricted Global Note in accordance with the transfer restrictions set forth in the Private Placement Legend; provided, however, that prior to the expiration of the Restricted Period, no transfer of beneficial
interests in a Temporary Regulation S Global Note may be made to a U.S. Person or for the account or benefit of a U.S. Person (other than an Initial Purchaser) unless permitted by applicable law and made in compliance with Sections 2.6(b)(ii)
and (iii) below. Beneficial interests in any Unrestricted Global Note may be transferred to Persons who take delivery thereof in the form of a beneficial interest in an Unrestricted Global Note. No written orders or instructions shall be
required to be delivered to the Registrar to effect the transfers described in this Section 2.6(b)(i) unless specifically stated above. 
 (ii) All Other Transfers and Exchanges of Beneficial Interests in Global Notes. In connection with all transfers and exchanges of beneficial interests that are not subject to
Section 2.6(b)(i) above, the transferor of such beneficial interest must deliver to the Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the
Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Note in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance
with the Applicable Procedures containing information regarding the Participant account to be credited with such increase, or (B) (1) if Definitive Notes are at such time permitted to be issued pursuant to this Indenture, a written order
from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Note in an amount equal to the beneficial interest to be transferred or
exchanged and (2) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Note shall be registered to effect the transfer or exchange referred to in (1) above;
provided that in no event shall Definitive Notes be issued upon the transfer or exchange of beneficial interests in the Temporary Regulation S Global Note prior to (A) the expiration of the Restricted Period and (B) the receipt by
the Registrar of any certificates required pursuant to Rule 903 under the Securities Act. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Notes contained in this Indenture and the Notes or
otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Note(s) pursuant to Section 2.6(m) below. 

  
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 (iii) Transfer of Beneficial Interests to Another Restricted Global
Note. A beneficial interest in any Restricted Global Note may be transferred to a Person who takes delivery thereof in the form of a beneficial interest in another Restricted Global Note if the transfer complies with the requirements of
Section 2.6(b)(ii) above and the Registrar receives the following: 
 (A) if the transferee will take
delivery in the form of a beneficial interest in a 144A Global Note, then the transferor must deliver a certificate in the form of Exhibit B hereto, including the certifications in item (1) thereof; and 

(B) if the transferee will take delivery in the form of a beneficial interest in the Temporary Regulation S Global Note or
the Permanent Regulation S Global Note, then the transferor must deliver a certificate in the form of Exhibit B hereto, including the certifications in item (2) thereof. 

(iv) Transfer and Exchange of Beneficial Interests in a Restricted Global Note for Beneficial Interests in an
Unrestricted Global Note. A beneficial interest in any Restricted Global Note may be exchanged by any holder thereof for a beneficial interest in an Unrestricted Global Note or transferred to a Person who takes delivery thereof in the form of a
beneficial interest in an Unrestricted Global Note if the exchange or transfer complies with the requirements of Section 2.6(b)(ii) above, and; 
 (A) the Registrar receives the following: 
 (y) if the holder of
such beneficial interest in a Restricted Global Note proposes to exchange such beneficial interest for a beneficial interest in an Unrestricted Global Note, a certificate from such holder in the form of Exhibit C hereto, including the
certifications in item (1)(a) thereof; or 
 (z) if the holder of such beneficial interest in a Restricted
Global Note proposes to transfer such beneficial interest to a Person who shall take delivery thereof in the form of a beneficial interest in an Unrestricted Global Note, a certificate from such holder in the form of Exhibit B hereto,
including the applicable certifications in item (4) thereof; 
 and, in each such case set forth in this
Section 2.6(b)(iv)(A), if the Issuer so requests or if the Applicable Procedures so require, an Opinion of Counsel of the Holder in form reasonably acceptable to the Issuer to the effect that such exchange or transfer is in compliance
with the Securities Act and that the restrictions on transfer contained in this Indenture and in the Private Placement Legend are no longer required in order to maintain compliance with the Securities Act. 

If any such transfer is effected pursuant to Section 2.6(b)(iv)(A) above at a time when an Unrestricted Global Note has not yet been issued,
the Issuer shall issue and, upon receipt of an authentication order in accordance with Section 2.2, the Trustee shall authenticate one or more Unrestricted Global Notes in an aggregate principal amount equal to the aggregate principal
amount of beneficial interests transferred pursuant to Section 2.6(b)(iv)(A). 

  
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 Beneficial interests in an Unrestricted Global Note cannot be exchanged for, or transferred
to Persons who take delivery thereof in the form of, a beneficial interest in a Restricted Global Note. 
 (c) Transfer and
Exchange of Beneficial Interests for Definitive Notes. 
 (i) Transfer and Exchange of Beneficial Interests in Restricted
Global Notes for Restricted Definitive Notes. Subject to Section 2.6(a), if any holder of a beneficial interest in a Restricted Global Note proposes to exchange such beneficial interest for a Restricted Definitive Note or to transfer
such beneficial interest to a Person who takes delivery thereof in the form of a Restricted Definitive Note, then upon receipt by the Registrar of the following documentation: 

(A) if the holder of such beneficial interest in a Restricted Global Note proposes to exchange such beneficial interest
for a Restricted Definitive Note, a certificate from such holder in the form of Exhibit C hereto, including the certifications in 
item (2)(a) thereof; 

(B) if such beneficial interest is being transferred to a QIB in accordance with Rule 144A under the Securities Act, a
certificate to the effect set forth in Exhibit B hereto, including the certifications in item (1) thereof; 
 (C) if such beneficial interest is being transferred to a Non-U.S. Person in an offshore transaction in accordance with Rule 903 or Rule 904 under the Securities Act, a certificate to the effect set forth
in Exhibit B hereto, including the certifications in item (2) thereof; 
 (D) if such beneficial
interest is being transferred pursuant to an exemption from the registration requirements of the Securities Act in accordance with Rule 144, a certificate to the effect set forth in Exhibit B hereto, including the certifications in item
(3)(a) thereof; 
 (E) [Reserved]; 

(F) if such beneficial interest is being transferred to the Issuer or any of its Subsidiaries, a certificate to the effect
set forth in Exhibit B hereto, including the certifications in item (3)(b) thereof; or 
 (G) if such
beneficial interest is being transferred pursuant to an effective registration statement under the Securities Act, a certificate to the effect set forth in Exhibit B hereto, including the certifications in item (3)(c) thereof;

 the Trustee shall cause the aggregate principal amount of the applicable Global Note to be reduced accordingly pursuant to
Section 2.6(m) below, and the Issuer shall execute and the Trustee shall authenticate and deliver to the Person designated in the certificate a Restricted Definitive Note in the appropriate principal amount. Any Restricted Definitive
Note issued in exchange for a beneficial interest in a Restricted Global Note pursuant to this Section 2.6(c) shall be registered in such name or names and in such authorized denomination or denominations as the holder of such beneficial
interest shall instruct the Registrar through instructions from the Depositary and the Participant or Indirect Participant. The Trustee shall deliver such Restricted Definitive Notes to the Persons in whose names such Notes are so registered. Any
Restricted Definitive Note issued in exchange for a beneficial interest in a Restricted Global Note pursuant to this Section 2.6(c)(i) shall bear the Private Placement Legend and shall be subject to all restrictions on transfer contained
therein. 

  
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 (ii) Beneficial Interests in Regulation S Temporary Global Note to Definitive Notes.
Notwithstanding Sections 2.6(c)(i)(A) and (C) hereof, a beneficial interest in the Regulation S Global Note may not be exchanged for a Definitive Note or transferred to a Person who takes delivery thereof in the form of a
Definitive Note prior to (A) the expiration of the Restricted Period and (B) the receipt by the Registrar of any certificates required pursuant to Rule 903(b)(3)(ii)(B) under the Securities Act, except in the case of a transfer pursuant to
an exemption from the registration requirements of the Securities Act other than Rule 903 or Rule 904. 
 (iii) Transfer and
Exchange of Beneficial Interests in Restricted Global Notes for Unrestricted Definitive Notes. Subject to Section 2.6(a), a holder of a beneficial interest in a Restricted Global Note may exchange such beneficial interest for an
Unrestricted Definitive Note or may transfer such beneficial interest to a Person who takes delivery thereof in the form of an Unrestricted Definitive Note only if, 

(A) the Registrar receives the following: 

(y) if the holder of such beneficial interest in a Restricted Global Note proposes to exchange such beneficial interest
for a Definitive Note that does not bear the Private Placement Legend, a certificate from such holder in the form of Exhibit C hereto, including the certifications in item (1)(b) thereof; or 

(z) if the holder of such beneficial interest in a Restricted Global Note proposes to transfer such beneficial
interest to a Person who shall take delivery thereof in the form of a Definitive Note that does not bear the Private Placement Legend, a certificate from such holder in the form of Exhibit B hereto, including the applicable certifications in
item (4) thereof, 
 and, in each such case set forth in this Section 2.6(c)(iii)(A), if the Issuer so requests or if the Applicable
Procedures so require, an Opinion of Counsel of the Holder in form reasonably acceptable to the Issuer to the effect that such exchange or transfer is in compliance with the Securities Act and that the restrictions on transfer contained in this
Indenture and in the Private Placement Legend are no longer required in order to maintain compliance with the Securities Act. 

(iv) Transfer and Exchange of Beneficial Interests in Unrestricted Global Notes for Unrestricted Definitive Notes. Subject to
Section 2.6(a), if any holder of a beneficial interest in an Unrestricted Global Note proposes to exchange such beneficial interest for a Definitive Note or to transfer such beneficial interest to a Person who takes delivery thereof in
the form of a Definitive Note, then, upon satisfaction of the conditions set forth in Section 2.6(b)(ii) above, the Trustee shall cause the aggregate principal amount of the applicable Global Note to be reduced accordingly pursuant to
Section 2.6(m) below, and the Issuer shall execute and the Trustee shall authenticate and deliver to the Person designated in the certificate a Definitive Note in the appropriate principal amount. Any Definitive Note issued in exchange
for a beneficial interest pursuant to this Section 2.6(c)(iv) shall be registered in such name or names and in such authorized denomination or denominations as the holder of such beneficial interest shall instruct the Registrar through
instructions from the Depositary and the Participant or Indirect Participant. The Trustee shall deliver such Definitive Notes to the Persons in whose names such Notes are so registered. Any Definitive Note issued in exchange for a beneficial
interest pursuant to this Section 2.6(c)(iv) shall not bear the Private Placement Legend. 

  
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 (d) Transfer and Exchange of Definitive Notes for Beneficial Interests. 

(i) Transfer and Exchange of Restricted Definitive Notes for Beneficial Interests in Restricted Global Notes. If any Holder of a
Restricted Definitive Note proposes to exchange such Note for a beneficial interest in a Restricted Global Note or to transfer such Restricted Definitive Notes to a Person who takes delivery thereof in the form of a beneficial interest in a
Restricted Global Note, then, upon receipt by the Registrar of the following documentation: 
 (A) if the Holder
of such Restricted Definitive Note proposes to exchange such Note for a beneficial interest in a Restricted Global Note, a certificate from such Holder in the form of Exhibit C hereto, including the certifications in item (2)(b) thereof;

 (B) if such Restricted Definitive Note is being transferred to a QIB in accordance with Rule 144A under the
Securities Act, a certificate to the effect set forth in Exhibit B hereto, including the certifications in item (1) thereof; 
 (C) if such Restricted Definitive Note is being transferred to a Non-U.S. Person in an offshore transaction in accordance with Rule 903 or Rule 904 under the Securities Act, a certificate to the effect
set forth in Exhibit B hereto, including the certifications in item (2) thereof; 
 (D) if such
Restricted Definitive Note is being transferred pursuant to an exemption from the registration requirements of the Securities Act in accordance with Rule 144, a certificate to the effect set forth in Exhibit B hereto, including the certifications in
item (3)(a) thereof; 
 (E) [Reserved]; 

(F) if such Restricted Definitive Note is being transferred to the Issuer or any of its Subsidiaries, a certificate to the
effect set forth in Exhibit B hereto, including the certifications in item (3)(b) thereof; or 
 (G) if such
Restricted Definitive Note is being transferred pursuant to an effective registration statement under the Securities Act, a certificate to the effect set forth in Exhibit B hereto, including the certifications in item (3)(c) thereof,

 the Trustee shall cancel the Restricted Definitive Note, increase or cause to be increased the aggregate principal amount of, in the case of
clause (A) above, the appropriate Restricted Global Note, in the case of clause (B) above, the 144A Global Note, and in the case of clause (C) above, the Regulation S Global Note. 

(ii) Transfer and Exchange of Restricted Definitive Notes for Beneficial Interests in Unrestricted Global Notes. A Holder of a
Restricted Definitive Note may exchange such Note for a beneficial interest in an Unrestricted Global Note or transfer such Restricted Definitive Note to a Person who takes delivery thereof in the form of a beneficial interest in an Unrestricted
Global Note only if, 
 (A) the Registrar receives the following: 

(y) if the Holder of such Definitive Notes proposes to exchange such Notes for a beneficial interest in an Unrestricted
Global Note, a certificate from such Holder in the form of Exhibit C hereto, including the certifications in item (1)(c) thereof; or 

  
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 (z) if the Holder of such Definitive Notes proposes to transfer such Notes
to a Person who shall take delivery thereof in the form of a beneficial interest in an Unrestricted Global Note, a certificate from such Holder in the form of Exhibit B hereto, including the applicable certifications in item (4) thereof;

 and, in each such case set forth in this Section 2.6(d)(ii)(A), if the Issuer so requests or if the Applicable Procedures so
require, an Opinion of Counsel of the Holder in form reasonably acceptable to the Issuer to the effect that such exchange or transfer is in compliance with the Securities Act and that the restrictions on transfer contained in this Indenture and in
the Private Placement Legend are no longer required in order to maintain compliance with the Securities Act. 
 Upon
satisfaction of the conditions of any of the subparagraphs in this Section 2.6(d)(ii), the Trustee shall cancel the Definitive Notes and increase or cause to be increased the aggregate principal amount of the Unrestricted Global Note.

 (iii) Transfer and Exchange of Unrestricted Definitive Notes for Beneficial Interests in Unrestricted Global Notes. A
Holder of an Unrestricted Definitive Note may exchange such Note for a beneficial interest in an Unrestricted Global Note or transfer such Unrestricted Definitive Notes to a Person who takes delivery thereof in the form of a beneficial interest in
an Unrestricted Global Note at any time. Upon receipt of a request for such an exchange or transfer, the Trustee shall cancel the applicable Unrestricted Definitive Note and increase or cause to be increased the aggregate principal amount of one of
the Unrestricted Global Notes. 
 If any such exchange or transfer from an Unrestricted Definitive Note or a Restricted
Definitive Note, as the case may be, to a beneficial interest is effected pursuant to Section 2.6(d)(ii) or (d)(iii) above at a time when an Unrestricted Global Note has not yet been issued, the Issuer shall issue and, upon
receipt of an authentication order in accordance with Section 2.2, the Trustee shall authenticate one or more Unrestricted Global Notes in an aggregate principal amount equal to the principal amount of Unrestricted Definitive Notes or
Restricted Definitive Notes, as the case may be, so transferred. 
 (e) Transfer and Exchange of Definitive Notes for
Definitive Notes. Upon request by a Holder of Definitive Notes and such Holder’s compliance with the provisions of this Section 2.6(e), the Registrar shall register the transfer or exchange of Definitive Notes. Prior to such
registration of transfer or exchange, the requesting Holder shall present or surrender to the Registrar the Definitive Notes duly endorsed or accompanied by a written instruction of transfer in form satisfactory to the Registrar duly executed by
such Holder or its attorney, duly authorized in writing. In addition, the requesting Holder shall provide any additional certifications, documents and information, as applicable, required pursuant to the following provisions of this
Section 2.6(e). 
 (f) Transfer of Restricted Definitive Notes to Restricted Definitive Notes. Any Restricted
Definitive Note may be transferred to and registered in the name of Persons who take delivery thereof in the form of a Restricted Definitive Note if the Registrar receives the following: 

(A) if the transfer will be made pursuant to Rule 144A under the Securities Act, then the transferor must deliver a
certificate in the form of Exhibit B hereto, including the certifications in item (1) thereof; 
 (B)
if the transfer will be made pursuant to Rule 903 or Rule 904, then the transferor must deliver a certificate in the form of Exhibit B hereto, including the certifications in item (2) thereof; and 

  
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 (C) if the transfer will be made pursuant to any other exemption from the
registration requirements of the Securities Act, then the transferor must deliver a certificate in the form of Exhibit B hereto, including, if the Issuer so requests, a certification and/or Opinion of Counsel in form reasonably acceptable to
the Issuer to the effect that such transfer is in compliance with the Securities Act. 
 (g) Transfer and Exchange of
Restricted Definitive Notes for Unrestricted Definitive Notes. Any Restricted Definitive Note may be exchanged by the Holder thereof for an Unrestricted Definitive Note or transferred to a Person or Persons who take delivery thereof in the form
of an Unrestricted Definitive Note if, 
 (A) the Registrar receives the following: 

(y) if the Holder of such Restricted Definitive Notes proposes to exchange such Notes for an Unrestricted Definitive Note,
a certificate from such Holder in the form of Exhibit C hereto, including the certifications in item (1)(d) thereof; or 
 (z) if the Holder of such Restricted Definitive Notes proposes to transfer such Notes to a Person who shall take delivery thereof in the form of an Unrestricted Definitive Note, a certificate from such
Holder in the form of Exhibit B hereto, including the applicable certifications in item (4) thereof; 
 and, in each such case set
forth in this Section 2.6(g)(A), if the Issuer so requests, an Opinion of Counsel of the Holder in form reasonably acceptable to the Issuer to the effect that such exchange or transfer is in compliance with the Securities Act and that
the restrictions on transfer contained in this Indenture and in the Private Placement Legend are no longer required in order to maintain compliance with the Securities Act. 
 (h) Transfer of Unrestricted Definitive Notes to Unrestricted Definitive Notes. A Holder of Unrestricted Definitive Notes may transfer such Notes to a Person who takes delivery thereof in the form
of an Unrestricted Definitive Note. Upon receipt of a request to register such a transfer, the Registrar shall register the Unrestricted Definitive Notes pursuant to the instructions from the Holder thereof. 

(i) [Reserved.] 
 (j) Temporary Regulation S Global Note. 
 (1) Notes offered and sold in
reliance on Regulation S shall be issued initially in the form of the Temporary Regulation S Global Note, which shall be deposited on behalf of the purchasers of the Notes represented thereby with the Notes Custodian and registered in the name of
the Depositary or the nominee of the Depositary for the accounts of designated agents holding on behalf of Euroclear or Clearstream, duly executed by the Issuer and authenticated by the Trustee as hereinafter provided. 

(2) During the Restricted Period, beneficial ownership interests in Temporary Regulation S Global Notes may only be sold, pledged or
transferred (i) to the Issuer, (ii) in an offshore transaction in accordance with Rule 904 of Regulation S (other than a transaction resulting in an exchange for an interest in a Permanent Regulation S Global Note) or (iii) pursuant
to an effective registration statement under the Securities Act, in each case in accordance with any applicable securities laws of any State of the United States; and beneficial interests in a 144A Global Note may be transferred to a Person who
takes delivery in the form of an interest in a Regulation S Global Note, whether before or after the expiration of the Restricted Period, only if the transferor first delivers to the Trustee a written certificate to the effect that such transfer is
being made in accordance with Rule 903 or 904 of Regulation S or Rule 144 (if applicable). 

  
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 (3) Within a reasonable period after expiration or termination of the Restricted Period,
beneficial interests in each Temporary Regulation S Global Note shall be exchanged for beneficial interests in a Permanent Regulation S Global Note upon delivery to DTC of the certification of compliance and the transfer of applicable Notes pursuant
to the Applicable Procedures. Simultaneously with the authentication of the corresponding Permanent Regulation S Global Note, the Trustee shall cancel the corresponding Temporary Regulation S Global Note. The aggregate principal amount of a
Temporary Regulation S Global Note and a Permanent Regulation S Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with
transfers of interest as hereinafter provided. 
 (4) Notwithstanding anything to the contrary in this Sections 2.6, a
beneficial interest in the Temporary Regulation S Global Note may not be exchanged for a Definitive Note or transferred to a Person who takes delivery thereof in the form of a Definitive Note prior to (x) the expiration of the Restricted Period
and (y) the receipt by the Registrar of any certificates required pursuant to Rule 903(b)(3)(ii)(B) of the Securities Act, except in the case of a transfer pursuant to an exemption from the registration requirements of the Securities Act other
than Rule 903 or Rule 904. 
 (k) Private Placement Legend. 

(A) Except as permitted by Section 2.6(k)(B), each Global Note (other than an Unrestricted Global Note) and each Restricted
Definitive Note (and all Notes issued in exchange therefor or substitution thereof) shall bear the Private Placement Legend. 

(B) Notwithstanding the foregoing, any Global Note or Definitive Note issued pursuant to subparagraph (b)(iv), (c)(iii), (c)(iv),
(d)(ii), (d)(iii), (e)(ii) or (e)(iii) of this Section 2.6 (and all Notes issued in exchange therefor or substitution thereof) shall not bear the Private Placement Legend. 

(l) Global Note Legend. Each Global Note shall bear the Global Note Legend. 

(m) Cancellation and/or Adjustment of Global Notes. At such time as all beneficial interests in a particular Global Note have been
exchanged for Definitive Notes or a particular Global Note has been redeemed, repurchased or canceled in whole and not in part, each such Global Note shall be returned to or retained and canceled by the Trustee in accordance with
Section 2.11 hereof. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for or transferred to a Person who will take delivery thereof in the form of a beneficial interest in another Global
Note or for Definitive Notes, the principal amount of Notes represented by such Global Note shall be reduced accordingly and an endorsement shall be made on such Global Note by the Trustee or by the Depositary at the direction of the Trustee to
reflect such reduction; and if the beneficial interest is being exchanged for or transferred to a Person who will take delivery thereof in the form of a beneficial interest in another Global Note, such other Global Note shall be increased
accordingly and an endorsement shall be made on such Global Note by the Trustee or by the Depositary at the direction of the Trustee to reflect such increase. 
 On any Interest Payment Date on which the Issuer pays PIK Interest (a “PIK Payment”), with respect to a Global Note, the Trustee shall increase the principal amount of such Global Note by
an amount equal to the interest payable, rounded up to the nearest whole dollar, for the relevant interest period on the principal amount of such Global Note as of the relevant Record Date for such Interest Payment


  
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Date, to the credit of the Holders on such Record Date and an adjustment shall be made on the books and records of the Registrar with respect to such Global Note to reflect such increase. On any
Interest Payment Date on which the Issuer makes a PIK Payment be issuing Definitive Notes (a “PIK Note”), the principal amount of any such PIK Note issued to any Holder, for the relevant interest period as of the relevant Record
Date for such Interest Payment Date, shall be rounded up to the nearest whole dollar. 
 (n) General Provisions Relating to
Transfers and Exchanges. 
 (i) To permit registrations of transfers and exchanges, the Issuer shall execute and the Trustee
shall authenticate Global Notes and Definitive Notes upon the Issuer’s order in accordance with Section 2.2 or at the Registrar’s request. 
 (ii) No service charge shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuer may require
payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections
2.2, 2.10, 3.7, 3.9, 5.8 and 9.4). 
 (iii) The Registrar shall not be required to
register the transfer of or exchange any Note selected for redemption in whole or in part, except for the unredeemed portion of any Note being redeemed in part. 
 (iv) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes shall be the valid obligations of the Issuer, evidencing the same debt,
and entitled to the same benefits hereof, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. 
 (v) Neither the Registrar nor the Issuer shall be required (A) to issue, to register the transfer of or to exchange any Notes during a period beginning at the opening of business on a Business Day 15
days before the mailing of a notice of redemption of Notes and ending at the close of business on the day of such mailing, (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the
unredeemed portion of any Note being redeemed in part or (C) to register the transfer of or to exchange a Note between a Record Date and the next succeeding Interest Payment Date. 

(vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuer may deem and treat
the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuer shall be
affected by notice to the contrary. 
 (vii) The Trustee shall authenticate Global Notes and Definitive Notes in accordance with
the provisions of Section 2.2. 
 (viii) All certifications, certificates and Opinions of Counsel required to be
submitted pursuant to this Section 2.6 to effect a registration of transfer or exchange may be submitted by facsimile or electronically. 

  
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 (ix) The Trustee and Registrar shall have no obligation or duty to monitor, determine or
inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or Indirect Participants)
other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial
compliance as to form with the express requirements hereof. 
 (x) Neither the Trustee, the Issuer nor any Agent shall have any
responsibility for any actions taken or not taken by the Depositary. 
 (xi) Affiliates of the Issuer, including investment
funds advised by entities affiliated with Sponsors, may acquire, hold and dispose of the Notes and exercise voting, consent and other similar rights with respect to such Notes (subject to the express restrictions contained in this Indenture).

 SECTION 2.7 Replacement Notes. If any mutilated Note is surrendered to the Trustee, or the Issuer and the Trustee
receive evidence to their satisfaction of the destruction, loss or theft of any Note, the Issuer shall issue and the Trustee, upon the written order of the Issuer signed by two Officers of the Issuer, shall authenticate a replacement Note if the
Trustee’s requirements for replacements of Notes are met. The Holder must supply indemnity or security sufficient in the judgment of the Trustee (with respect to the Trustee) and the Issuer (with respect to the Issuer) to protect the Issuer,
the Trustee, any Agent or any authenticating agent from any loss which any of them may suffer if a Note is replaced. The Issuer and the Trustee may charge for their fees and expenses in replacing a Note including amounts to cover any tax,
assessment, fee or other governmental charge that may be imposed in relation thereto. 
 Every replacement Note is an obligation
of the Issuer. 
 SECTION 2.8 Outstanding Notes. The Notes outstanding at any time are all the Notes authenticated by the
Trustee except for those canceled by it, those delivered to it for cancellation and those described in this Section 2.8 as not outstanding. 
 If a Note is replaced pursuant to Section 2.7, it ceases to be outstanding unless the Trustee receives proof satisfactory to it that the replaced Note is held by a protected purchaser.

 If the principal amount of any Note is considered paid under Section 3.1 hereof, it shall cease to be outstanding
and interest on it shall cease to accrue. 
 Subject to Section 2.9, a Note does not cease to be outstanding because
the Issuer, a Subsidiary of the Issuer or an Affiliate of the Issuer holds the Note. 
 SECTION 2.9 Treasury Notes. In
determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, any Subsidiary of the Issuer or any Affiliate of the Issuer shall be considered as though not
outstanding, except that for purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes which a Trust Officer actually knows to be owned by the Issuer, any Subsidiary of the Issuer,
or any Affiliate of the Issuer shall be considered as not outstanding. Upon request of the Trustee, the Issuer shall promptly furnish to the Trustee an Officer’s Certificate listing and identifying all Notes, if any, known by the Issuer to be
owned or held by or for the account of any of the above-described persons, and the Trustee shall be entitled to accept such Officer’s Certificate as conclusive evidence of the facts therein set forth and of the fact that all Notes not listed
therein are outstanding for the purpose of any such determination. 

  
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 SECTION 2.10 Temporary Notes. Until Definitive Notes are ready for delivery, the
Issuer may prepare and the Trustee shall upon receipt of a Company Order authenticate temporary Notes. Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary
Notes. Without unreasonable delay, the Issuer shall prepare and the Trustee, upon receipt of a Company Order, shall authenticate Definitive Notes in exchange for temporary Notes. Until such exchange, temporary Notes shall be entitled to the same
rights, benefits and privileges as Definitive Notes. 
 SECTION 2.11 Cancellation. The Issuer at any time may deliver
Notes to the Trustee for cancellation. The Registrar and Paying Agent shall forward to the Trustee any Notes surrendered to them for registration of transfer, exchange or payment. The Trustee shall cancel all Notes surrendered for registration of
transfer, exchange, payment, replacement or cancellation and shall dispose of all canceled Notes in its customary manner (subject to the record retention requirements of the Exchange Act), and upon the written request of the Issuer, the Trustee
shall deliver copies of such canceled Notes to the Issuer. The Issuer may not issue new Notes to replace Notes that it has redeemed or paid or that have been delivered to the Trustee for cancellation. 

SECTION 2.12 Payment of Interest; Defaulted Interest. Interest on any Note which is payable, and is punctually paid or duly
provided for, on any Interest Payment Date shall be paid to the Person in whose name such Note (or one or more predecessor Notes) is registered at the close of business on the regular Record Date for such interest at the office or agency of the
Issuer maintained for such purpose pursuant to Section 2.3. 
 Any interest on any Note which is payable, but is not paid
when the same becomes due and payable and such nonpayment continues for a period of 30 days shall forthwith cease to be payable to the Holder on the regular Record Date by virtue of having been such Holder, and such defaulted interest and (to the
extent lawful) interest on such defaulted interest at the rate borne by the Notes (such defaulted interest and interest thereon herein collectively called “Defaulted Interest”) shall be paid by the Issuer, at its election in each
case, as provided in clause (a) or (b) below: 
 (a) The Issuer may elect to make payment of any
Defaulted Interest to the Persons in whose names the Notes (or their respective predecessor Notes) are registered at the close of business on a Special Record Date (as defined below) for the payment of such Defaulted Interest, which shall be fixed
in the following manner. The Issuer shall notify the Trustee in writing of the amount of Defaulted Interest proposed to be paid on each Note and the date (not less than 30 days after such notice unless a shorter period shall be acceptable to the
Trustee) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted
Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such Defaulted Interest as in this
clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such Defaulted Interest, which shall be not more than 15 days and not less than 10 days prior to the Special Interest
Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Issuer of such Special Record Date, and in the name and at the expense of the Issuer, shall cause
notice of the proposed payment of such Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 12.1, not less than 10 days prior to such Special Record
Date. Notice of the proposed payment of such Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such Defaulted Interest 

  
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shall be paid on the Special Interest Payment Date to the Persons in whose names the Notes (or their respective predecessor Notes) are registered at the close of business on such Special Record
Date and shall no longer be payable pursuant to the following clause (b). 
 (b) The Issuer may make payment of
any Defaulted Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Issuer to
the Trustee of the proposed payment pursuant to this clause (b), such manner of payment shall be deemed practicable by the Trustee. 
 Notwithstanding the foregoing, if any such Interest Payment Date (other than an Interest Payment Date at maturity) would otherwise be a day that is not a Business Day, then the Interest Payment Date shall
be postponed to the next succeeding Business Day (except if that Business Day falls in the next succeeding calendar month, then interest shall be paid on the immediately preceding Business Day). If the maturity date of the Notes is a day that is not
a Business Day, all payments to be made on such day shall be made on the next succeeding Business Day, with the same force and effect as if made on the maturity date. In either of such cases, no additional interest shall be payable as a result of
such delay in payment. 
 Subject to the foregoing provisions of this Section, each Note delivered under this Indenture upon
registration of transfer of or in exchange for or in lieu of any other Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Note. 

SECTION 2.13 CUSIP Numbers. The Issuer in issuing the Notes may use “CUSIP” numbers (if then generally in use). The
Trustee shall not be responsible for the use of CUSIP numbers, and the Trustee makes no representation as to their correctness as printed on any Note or notice to Holders. The Issuer shall promptly notify the Trustee in writing of any change in the
CUSIP numbers. 
 SECTION 2.14 Record Date. The Issuer may fix any date as the record date for the purpose of determining
the Holders entitled to give or take any request, demand, authorization, direction, notice, consent, waiver or other action, or to vote on any action, authorized or permitted to be given or take by Holders. If not set by the Issuer prior to the
first solicitation of a Holder made by any Person in respect of any such action, or, in the case of any such vote, prior to such vote, the record date for any such action or vote shall be the 30th day (or, if later, the date of the most recent list
of Holders required to be provided pursuant to Section 2.5 hereof) prior to such first solicitation or vote, as the case may be. With regard to any record date, only the Holders on such date (or their duly designated proxies) shall be
entitled to give or take, or vote on, the relevant action. 
 ARTICLE III 

Covenants 

SECTION 3.1 Payment of Notes. The Issuer shall promptly pay the principal of, premium, if any, and interest on the Notes on the
dates and in the manner provided in the Notes and in this Indenture. Principal, premium, if any, and interest shall be considered paid on the date due if on such date (i) the Trustee or the Paying Agent holds in accordance with this Indenture
money sufficient to pay all principal, premium, if any, and interest then due and the Trustee or the Paying Agent, as the case may be, is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture or
(ii) in the case of a PIK Payment, the Issuer has delivered to the Trustee the documentation necessary to increase the principal balance of the Global Notes to pay PIK Interest or to issue the PIK Notes. 

  
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 The Issuer shall pay interest on overdue principal at the rate specified therefor in the
Notes. 
 Notwithstanding anything to the contrary contained in this Indenture, the Issuer may, to the extent it is required to
do so by law, deduct or withhold income or other similar taxes imposed by the United States of America from principal or interest payments hereunder. 
 SECTION 3.2 Reports and Other Information. 
 (a) So long as any Notes are
outstanding, the Issuer will furnish to the Trustee and Holders requesting such reports: 
 (1) within 90 days
after the end of each fiscal year (or such longer period as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a non-accelerated filer), annual reports of the Issuer containing substantially all of the
financial information that would have been required to be contained in an annual report on Form 10-K (but only to the extent similar information is included herein), and will include (a) “Management’s Discussion and Analysis of Financial
Condition and Results of Operations,” (b) audited financial statements prepared in accordance with GAAP and (c) a presentation of Adjusted EBITDA of the Issuer and its Subsidiaries consistent with the presentation thereof in the
Offering Memorandum, 
 (2) within 45 days after the end of each of the first three fiscal quarters of each
fiscal year (or such longer period as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a non-accelerated filer), quarterly reports of the Issuer containing substantially all of the financial
information that would have been required to be contained in a Quarterly Report on Form 10-Q under the Exchange Act if the Issuer had been a reporting company under the Exchange Act (but only to the extent similar information is included herein),
and will include (a) “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” (b) unaudited quarterly financial statements prepared in accordance with GAAP and reviewed pursuant to Statement on
Auditing Standards No. 100 (or any successor provision) and (c) a presentation of Adjusted EBITDA of the Issuer and its Subsidiaries consistent with the presentation thereof in the Offering Memorandum and derived from such financial
statements, and 
 (3) within 5 business days after the occurrence of each event that would have been required to
be reported in a Current Report on Form 8-K under the Exchange Act if the Issuer had been a reporting company under the Exchange Act (or such later time period provided for in such Form 8-K), current reports containing substantially all of the
information that would be required to be filed in a Current Report on Form 8-K under the Exchange Act pursuant to Sections 1, 2 and 4, Items 5.01 and 5.02 (other than compensation information) and Item 9.01 (only to the extent relating to any of the
foregoing) of Form 8-K if the Issuer had been a reporting company under the Exchange Act; provided, however, that no such current report will be required to be furnished if the Issuer determines in its good faith judgment that such event is
not material to Holders or the business, assets, operations, financial position or prospects of the Issuer and its Restricted Subsidiaries, taken as a whole, or if the Issuer determines in its good faith judgment that such disclosure would otherwise
cause material competitive harm to the business, assets, operations, financial position or prospects of the Issuer and its Restricted Subsidiaries, taken as a whole; provided that such non-disclosure shall be limited only to those specific
provisions that would cause material competitive harm and not the occurrence of the event itself; 

  
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 provided, however, (i) in each of clauses (1), (2) and (3), the Issuer will not be required to
furnish any information, certificates or reports required by (a) Section 302 or Section 404 of the Sarbanes-Oxley Act of 2002, or related Items 307 or 308 of Regulation S-K, (b) Items 302 or 402 of Regulation S-K or (c) Item 10(e) or Regulation
S-K promulgated by the SEC with respect to any non-generally accepted accounting principles financial measures contained therein and (ii) such reports required by clauses (1), (2) and (3), shall not be required to contain separate financial
statements contemplated by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X promulgated by the SEC; provided that annual and quarterly reports will include summary guarantor and non-guarantor information consistent with that disclosed in
the Offering Memorandum. 
 (b) Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred
to above to the Trustee and the Holders if the Issuer, CommScope or any direct or indirect parent of the Issuer has filed such reports with the SEC via the EDGAR (or successor) filing system and such reports are publicly available. 

(c) At any time that any of the Issuer’s Subsidiaries are Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either taken
together or individually, constitute a Significant Subsidiary, then the quarterly and annual reports required by this Section 3.2 will include a reasonably detailed presentation, either on the face of the financial statements or in the
footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” or other comparable section, of the financial condition and results of operations of the Issuer and its Restricted
Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Issuer. 

(d) The Issuer will make available such information electronically by posting such information to a secure website or distributing such
information via electronic mail and, upon receipt of a request for access to such website or such information via electronic mail, shall promptly grant access to such website or distribute such information via electronic mail to any of the
following: 
 (1) any Noteholder; 

(2) any beneficial owner of the Notes that provides its electronic mail address to the Issuer and certifies that it is a
beneficial owner of the Notes; 
 (3) any prospective investor in the Notes that provides its electronic mail
address to the Issuer and certifies that it is (i) a prospective investor in the Notes and (ii) a QIB or a Non-U.S. Person; and 
 (4) any market maker that provides its electronic mail address to the Issuer and certifies that it is or intends to be a market maker with respect to the Notes. 

Any person who requests or receives such financial information from the Issuer will be required to represent to the Issuer (to the
Issuer’s reasonable good faith satisfaction) that: 
 (1) it is a holder of the Notes, a beneficial owner of
the Notes, a prospective investor in the Notes or a market maker; 

  
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 (2) it will not use the information in violation of applicable securities
laws or regulations; 
 (3) it will not communicate the information to any Person; and 

(4) it is not a Person (which includes such Person’s Affiliates) that (i) is principally engaged in a Similar
Business or (ii) derives a significant portion of its revenues from operating a Similar Business. 
 (e) Within 10 Business Days
after furnishing to the Trustee the annual and quarterly reports required by Sections 3.2(a)(1) and (2) the Issuer would hold a conference call to discuss such reports and the results of operations for the relevant reporting
period. Each notice for each conference call may be given electronically by posting to a secure website or distribution via electronic mail and shall be issued no fewer than three Business Days prior to the date of the conference call required to be
held in accordance with this Section 3.2(e) and shall include the time and date of such conference call and either include all information necessary to access the call or direct holders, prospective investors, broker-dealers, securities
analysts or market makers to contact the appropriate person at the Issuer to obtain such information; provided that participation in such conference call may be limited to persons that meet the requirements and make the representations set
forth in this Section 3.2. 
 (f) In addition to the extent not satisfied by the foregoing, the Issuer shall furnish
to Holders, prospective investors, broker-dealers, securities analysts and market makers, upon their request, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. 

(g) Notwithstanding the foregoing, the financial statements, information and other documents required to be provided as described above,
may be those of (i) CommScope or (ii) any direct or indirect parent of the Issuer so long as the Issuer or such parent, as the case may be, conducts no business operations and has no property other than cash, Cash Equivalents and the Capital
Stock of CommScope; provided that if the financial information so furnished relates to CommScope or to such direct or indirect parent of the Issuer, the same is accompanied by consolidating information that explains in reasonable detail the
differences between the information relating to the Issuer or to such parent, on the one hand, and the information relating to CommScope and their respective Restricted Subsidiaries on a standalone basis, on the other hand. 

(h) Delivery of reports, information and documents to the Trustee under this Section 3.2 is for informational purposes only and the
Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which
the Trustee is entitled to rely exclusively on Officer’s Certificates). 
 SECTION 3.3 Limitation on Incurrence of
Indebtedness and Issuance of Disqualified Stock and Preferred Stock. 
 (a) (1) the Issuer will not, and will not permit any
of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Indebtedness) or issue any shares of Disqualified Stock; and (2) the Issuer will not permit any of its Restricted Subsidiaries to issue any
shares of Preferred Stock; provided, however, that (i) the Issuer and any Restricted Subsidiary (excluding CommScope and its Restricted Subsidiaries) may Incur Indebtedness (including Acquired Indebtedness) or issue shares of
Disqualified Stock and any Restricted Subsidiary may issue shares of Preferred Stock, in each case if the Fixed Charge Coverage Ratio of the Issuer for the most recently ended four full fiscal


  
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quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is Incurred or such Disqualified Stock or Preferred Stock is
issued would have been at least 2.00 to 1.00, and (ii) CommScope and any of its Restricted Subsidiaries may Incur Indebtedness (including Acquired Indebtedness) or issue shares of Disqualified Stock or Preferred Stock, in each case if the Fixed
Charge Coverage Ratio of CommScope and its Restricted Subsidiaries for the most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is
Incurred or such Disqualified Stock or Preferred Stock is issued would have been at least 2.00 to 1.00, in each of case (i) and (ii), determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the
additional Indebtedness had been Incurred, or the Disqualified Stock or Preferred Stock had been issued, as the case may be, and the application of proceeds therefrom had occurred at the beginning of such four-quarter period. 

(b) The foregoing limitations will not apply to (collectively, “Permitted Debt”): 

(i) the Incurrence by the Issuer or its Restricted Subsidiaries of Indebtedness under (i) a Term B Credit Agreement and
the guarantees thereof up to an aggregate principal amount not to exceed at any one time outstanding, the greater of (x) $1,200.0 million and (y) the maximum principal amount of Secured Indebtedness that could be incurred such that after giving
effect to such incurrence the Consolidated Senior Secured Debt Ratio would be no greater than 2.25 to 1.00, in each case of this clause (i) less the aggregate amount of all permanent reductions of Indebtedness thereunder as a result of principal
payments actually made with Net Cash Proceeds from Asset Sales and (ii) an ABL Credit Agreement and guarantees thereof and the issuance and creation of letters of credit and bankers’ acceptances thereunder (with letters of credit and
bankers’ acceptances being deemed to have a principal amount equal to the face amount thereof) up to an aggregate amount not to exceed at any one time outstanding, the greater of (x) $400 million and (y) the Borrowing Base as of the date of
such Incurrence, in each case of this clause (ii) less the aggregate amount of Indebtedness under Receivables Financing incurred by a Receivables Subsidiary; 

(ii) the Incurrence by the Issuer and the Guarantors of Indebtedness represented by the Notes (not including any
Additional Notes, but including any PIK Notes (and any increase in the principal amount of the Notes) issued from time to time to pay PIK Interest on the Notes)) and the Guarantees thereof, as applicable; 

(iii) Indebtedness of the Issuer and its Restricted Subsidiaries existing on the Issue Date (other than Indebtedness
described in clause (i) or (ii) above), including amounts available to be drawn on the Issue Date under the Existing Foreign Facilities; 
 (iv) Indebtedness (including, without limitation, Capitalized Lease Obligations and mortgage financings as purchase money obligations) Incurred by the Issuer or any of its Restricted Subsidiaries,
Disqualified Stock issued by the Issuer or any of its Restricted Subsidiaries and Preferred Stock issued by any Restricted Subsidiaries of the Issuer to finance all or any part of the purchase, lease, construction, installation, repair or
improvement of property (real or personal), plant or equipment or other fixed or capital assets (whether through the direct purchase of assets or the Capital Stock of any Person owning such assets) and Indebtedness arising from the conversion of the
obligations of the Issuer or any Restricted Subsidiary under or pursuant to any “synthetic lease” transactions to on balance sheet Indebtedness or the Issuer or such Restricted Subsidiary in an aggregate principal amount or liquidation
preference, including all Indebtedness Incurred and Disqualified Stock or Preferred Stock issued to renew, refund, refinance, replace, defease or discharge any Indebtedness Incurred and Disqualified Stock or Preferred Stock issued pursuant to this
clause (iv), not to exceed the greater of (x) $75.0 million and (y) 1.75% of Total Assets at the time of Incurrence, at any one time outstanding; 

  
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 (v) Indebtedness Incurred by the Issuer or any of its Restricted
Subsidiaries constituting reimbursement obligations with respect to letters of credit and bank guarantees issued in the ordinary course of business, including, without limitation, (i) letters of credit or performance or surety bonds in respect
of workers’ compensation claims, health, disability or other employee benefits (whether current or former) or property, casualty or liability insurance or self-insurance, or other Indebtedness with respect to reimbursement-type obligations
regarding workers’ compensation claims, health, disability or other employee benefits (whether current or former) or property, casualty or liability insurance and (ii) guarantees of Indebtedness Incurred by customers in connection with the
purchase of other acquisition of equipment or supplies in the ordinary course of business; 
 (vi) Indebtedness
arising from or related to indemnification, earn-outs, adjustment of purchase price or similar obligations, in each case, Incurred in connection with the acquisition or disposition of any business, assets or a Subsidiary of the Issuer in accordance
with the terms of this Indenture, other than guarantees of Indebtedness Incurred by any Person acquiring all or any portion of such business, assets or Subsidiary for the purpose of financing such acquisition 

(vii) Indebtedness of the Issuer to a Restricted Subsidiary; provided that (x) such Indebtedness shall be subordinated to
the Issuer’s Obligations with respect to the Notes and (y) any subsequent issuance or transfer of any Capital Stock or any other event that results in any such Restricted Subsidiary ceasing to be a Restricted Subsidiary or any other subsequent
transfer of any such Indebtedness (except to the Issuer or another Restricted Subsidiary) shall be deemed, in each case, to be an Incurrence of such Indebtedness not permitted by this clause (vii); 

(viii) shares of Preferred Stock of a Restricted Subsidiary issued to the Issuer or another Restricted Subsidiary;
provided that any subsequent issuance or transfer of any Capital Stock or any other event that results in any Restricted Subsidiary that holds such shares of Preferred Stock of another Restricted Subsidiary ceasing to be a Restricted Subsidiary or
any other subsequent transfer of any such shares of Preferred Stock (except to the Issuer or another Restricted Subsidiary) shall be deemed, in each case, to be an issuance of shares of Preferred Stock not permitted by this clause (viii);

 (ix) Indebtedness of a Restricted Subsidiary owing to the Issuer or another Restricted Subsidiary; provided
that (x) if a Subsidiary Guarantor Incurs such Indebtedness owing to a Restricted Subsidiary that is not a Subsidiary Guarantor, such Indebtedness is unsecured and subordinated in right of payment to the Guarantee of such Subsidiary Guarantor and
(y) any subsequent issuance or transfer of any Capital Stock or any other event that results in any Restricted Subsidiary lending such Indebtedness ceasing to be a Restricted Subsidiary or any other subsequent transfer of any such Indebtedness
(except to the Issuer or another Restricted Subsidiary) shall be deemed, in each case, to be an Incurrence of such Indebtedness not permitted by this clause (ix); 

(x) Hedging Obligations Incurred in the ordinary course of business (and not for speculative purposes); 

 

  
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 (xi) obligations (including reimbursement obligations with respect to
letters of credit and bank guarantees) in respect of performance, bid, appeal and surety bonds and completion guarantees and similar obligations provided by the Issuer or any Restricted Subsidiary; 

(xii) Indebtedness or Disqualified Stock of the Issuer or any Restricted Subsidiary of the Issuer and Preferred Stock of
any Restricted Subsidiary of the Issuer in an aggregate principal amount or liquidation preference that, when aggregated with the principal amount or liquidation preference of all other Indebtedness, Disqualified Stock and Preferred Stock then
outstanding and Incurred pursuant to this clause (xii), does not exceed the greater of (x) $250.0 million and (y) 4.5% of Total Assets at the time of Incurrence, at any one time outstanding (it being understood that any Indebtedness, Disqualified
Stock or Preferred Stock Incurred pursuant to this clause (xii) shall cease to be deemed Incurred or outstanding pursuant to this clause (xii) but shall be deemed Incurred and outstanding pursuant to Section 3.3(a) from and after
the first date on which the Issuer, or such Restricted Subsidiary, as the case may be, could have Incurred such Indebtedness, Disqualified Stock or Preferred Stock pursuant to Section 3.3(a); 

(xiii) any guarantee by the Issuer or a Restricted Subsidiary of Indebtedness or other obligations of the Issuer or any of
its Restricted Subsidiaries so long as the Incurrence of such Indebtedness or other obligations by the Issuer or such Restricted Subsidiary is permitted under the terms of this Indenture; 

(xiv) the Incurrence by the Issuer or any of its Restricted Subsidiaries of Indebtedness or Disqualified Stock or
Preferred Stock of a Restricted Subsidiary of the Issuer that serves to refund, refinance, replace, redeem, repurchase, retire or defease any Indebtedness Incurred or Disqualified Stock or Preferred Stock issued as permitted under
Section 3.3(a) or clause (ii), (iii), this clause (xiv), (xv) or (xviii) of Section 3.3(b) or any Indebtedness Incurred or Disqualified Stock or Preferred Stock issued to so refund or refinance, replace, redeem, repurchase, retire or
defease such Indebtedness, Disqualified Stock or Preferred Stock, including any additional Indebtedness Incurred or Disqualified Stock or Preferred Stock issued to pay premiums (including reasonable tender premiums), defeasance costs and fees and
expenses in connection therewith (subject to the following proviso, collectively, the “Refinancing Indebtedness”) prior to its respective maturity; provided, however, that such Refinancing Indebtedness: 

(1) has a Weighted Average Life to Maturity at the time such Refinancing Indebtedness is Incurred that is not less than
the remaining Weighted Average Life to Maturity of the Indebtedness, Disqualified Stock or Preferred Stock being refunded, refinanced, replaced, redeemed, repurchased or retired; 

(2) has a Stated Maturity that is no earlier than the Stated Maturity of the Indebtedness being refunded, refinanced,
replaced, redeemed, repurchased or retired; 
 (3) to the extent that such Refinancing Indebtedness refinances
(i) Subordinated Indebtedness, such Refinancing Indebtedness is Subordinated Indebtedness or (ii) Disqualified Stock or Preferred Stock, such Refinancing Indebtedness must be Disqualified Stock or Preferred Stock, respectively; 

(4) is Incurred in an aggregate principal amount (or if issued with original issue discount an aggregate issue price) that
is equal to or less than the sum of (x) the aggregate principal amount (or if issued with original issue discount, the aggregate accreted value) then outstanding of the Indebtedness being refinanced plus (y) the amount of premium, defeasance
costs and fees and expenses Incurred in connection with such refinancing; and 

  
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 (5) shall not include (x) to the extent applicable, Indebtedness,
Disqualified Stock or Preferred Stock of a Restricted Subsidiary of the Issuer that is not a Subsidiary Guarantor that refinances Indebtedness, Disqualified Stock or Preferred Stock of the Issuer or a Subsidiary Guarantor, or (y) Indebtedness or
Disqualified Stock of the Issuer or Indebtedness, Disqualified Stock or Preferred Stock of a Restricted Subsidiary that refinances Indebtedness, Disqualified Stock or Preferred Stock of an Unrestricted Subsidiary; 

(xv) Indebtedness, Disqualified Stock or Preferred Stock (i) of the Issuer or any of its Restricted Subsidiaries Incurred
to finance an acquisition and (ii) of Persons that are acquired by the Issuer or any of its Restricted Subsidiaries or merged into or consolidated or amalgamated with the Issuer or a Restricted Subsidiary in accordance with the terms of this
Indenture; provided, however, that after giving effect to such acquisition, merger, consolidation or amalgamation and the Incurrence of such Indebtedness, Disqualified Stock or Preferred Stock, either: 

(1) (A) in the case of Indebtedness, Disqualified Stock or Preferred Stock of Persons that are acquired by the Issuer and
any Restricted Subsidiary of the Issuer (other than CommScope and its Restricted Subsidiaries), the Issuer would be permitted to Incur at least $1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test set forth
Section 3.3(a)(i) and (B) in the case of Indebtedness, Disqualified Stock or Preferred Stock of Persons that are acquired by CommScope and its Restricted Subsidiaries, CommScope would be permitted to incur at least $1.00 of
additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test set forth Section 3.3(a)(ii); or 
 (2) the Fixed Charge Coverage Ratio of the Issuer or CommScope, as applicable, would be greater than immediately prior to such acquisition, merger, consolidation or amalgamation; 

(xvi) Indebtedness arising from the honoring by a bank or other financial institution of a check, draft or similar
instrument drawn against insufficient funds in the ordinary course of business, provided that such Indebtedness is extinguished within five Business Days of its Incurrence; 

(xvii) Indebtedness of the Issuer or any Restricted Subsidiary supported by a letter of credit or bank guarantee issued
pursuant to Credit Agreements in a principal amount not in excess of the stated amount of such letter of credit or bank guarantee; 
 (xviii) Contribution Indebtedness; 
 (xix) Indebtedness of the
Issuer or any Restricted Subsidiary consisting of (x) the financing of insurance premiums or (y) take-or-pay obligations contained in supply arrangements, in each case, in the ordinary course of business; 

(xx) Indebtedness of Foreign Subsidiaries of the Issuer in an amount not to exceed the greater of (x) $175.0 million and
(y) 3.25% of Total Assets at the time of such Incurrence, at any one time outstanding (it being understood that any Indebtedness Incurred pursuant to this clause (t) shall cease to be deemed Incurred or outstanding pursuant to this clause (xx)
but shall be deemed Incurred and outstanding pursuant to Section 3.3(a) from and after the first date on which such Non-Guarantor Subsidiary could have Incurred such Indebtedness pursuant to Section 3.3(a)); 

  
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 (xxi) Indebtedness of a joint venture to the Issuer issued pursuant to this
clause (xxi) or any Restricted Subsidiary (or in the case that such joint venture is a Subsidiary Guarantor, to the Issuer or any Subsidiary Guarantor) and to the other holders of Equity Interests of such joint venture, so long as the percentage of
the aggregate amount of such Indebtedness of such joint venture owed to such other holders of its Equity Interests does not exceed the percentage of the aggregate outstanding amount of the Equity Interests of such joint venture held by such holders;

 (xxii) Indebtedness Incurred by a Receivables Subsidiary in a Qualified Receivables Financing that is not
recourse to the Issuer or any Restricted Subsidiary other than a Receivables Subsidiary (except for Standard Securitization Undertakings); 
 (xxiii) Indebtedness owed on a short-term basis to banks and other financial institutions Incurred in the ordinary course of business of the Issuer and the Restricted Subsidiaries with such banks or
financial institutions that arises in connection with ordinary banking arrangements, including cash pooling arrangements, to manage cash balances of the Issuer and the Restricted Subsidiaries including treasury, depository, overdraft, credit,
purchasing or debit card, electronic funds transfer and other cash management arrangements and Indebtedness in respect of netting services, overdraft protection, credit card programs, automatic clearinghouse arrangements and similar arrangements in
each case in connection with deposit accounts; 
 (xxiv) Indebtedness consisting of Indebtedness issued by
the Issuer or any Restricted Subsidiary to future, current or former officers, directors, managers, employees, consultants and independent contractors thereof or any direct or indirect parent thereof, their respective estates, heirs, family members
or former spouses, in each case to finance the purchase or redemption of Equity Interests of the Issuer or any direct or indirect parent company of the Issuer to the extent described in Section 3.4(b)(iv); 

(xxv) customer deposits and advance payments received in the ordinary course of business from customers for goods
purchased in the ordinary course of business; 
 (xxvi) Indebtedness incurred by a Restricted Subsidiary in
connection with bankers’ acceptances, discounted bills of exchange or the discounting or factoring of receivables for credit management purposes, in each case incurred or undertaken in the ordinary course of business; 

(xxvii) Indebtedness incurred by the Issuer or any Restricted Subsidiary to the extent that the net proceeds thereof
are promptly deposited with the Trustee to satisfy and discharge the Notes in accordance with this Indenture; 

(xxviii) (i) guarantees incurred in the ordinary course of business in respect of obligations to suppliers,
customers, franchisees, lessors, licensees, sub-licensees and distribution partners that, in each case, are not Affiliates and (ii) Indebtedness incurred by the Issuer or a Restricted Subsidiary as a result of leases entered into by the Issuer or
such Restricted Subsidiary in the ordinary course of business on behalf of customers for equipment to be used by the Issuer or such Restricted Subsidiary, such customers or a subcontractor in providing services to a customer and for which the Issuer
or such Restricted Subsidiary will be reimbursed by such customer; 

  
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 (xxix) the Incurrence by the Issuer or any Restricted Subsidiary of
Indebtedness consisting of guarantees of Indebtedness incurred by Permitted Joint Ventures; provided that the aggregate principal amount of Indebtedness guaranteed pursuant to this clause (xxix) does not at any one time outstanding exceed $50.0
million; and 
 (xxx) Indebtedness, Disqualified Stock or Preferred Stock of the Issuer or a Restricted
Subsidiary incurred or issued to finance or assumed in connection with an acquisition in a principal amount or liquidation preference not to exceed $100.0 million in the aggregate at any one time outstanding together the principal amount or
liquidation preference of all other Indebtedness, Disqualified Stock and/or Preferred Stock issued under this clause (xxx). 

For purposes of determining compliance with this Section 3.3, in the event that an item of Indebtedness, Disqualified Stock
or Preferred Stock (or any portion thereof) meets the criteria of more than one of the categories of Permitted Debt or is entitled to be Incurred pursuant to Section 3.3(a), the Issuer shall, in its sole discretion, at the time of
Incurrence, divide, classify or reclassify, or at any later time divide, classify or reclassify, such item of Indebtedness, Disqualified Stock or Preferred Stock (or any portion thereof) in any manner that complies with this Section 3.3,
provided that all Indebtedness under the Credit Agreements Incurred on or prior to the Issue Date shall be deemed to have been Incurred pursuant to Section 3.3(a) and the Issuer shall not be permitted to reclassify all or any
portion of Indebtedness Incurred on or prior to the Issue Date pursuant to Section 3.3(a). Accrual of interest, dividends, the accretion of accreted value, the accretion or amortization of original issue discount, the payment of interest
or dividends in the form of additional Indebtedness (including the issuance of PIK Notes) with the same terms, the payment of dividends on Disqualified Stock or Preferred Stock in the form of additional shares of Disqualified Stock or Preferred
Stock of the same class, the accretion of liquidation preference and increases in the amount of Indebtedness outstanding solely as a result of fluctuations in the exchange rate of currencies will not be deemed to be an Incurrence of Indebtedness,
Disqualified Stock or Preferred Stock for purposes of this covenant. Guarantees of, or obligations in respect of letters of credit relating to, Indebtedness that are otherwise included in the determination of a particular amount of Indebtedness
shall not be included in the determination of such amount of Indebtedness, provided that the Incurrence of the Indebtedness represented by such guarantee or letter of credit, as the case may be, was in compliance with this
Section 3.3. 
 For purposes of determining compliance with any U.S. dollar-denominated restriction on the
Incurrence of Indebtedness, the U.S. dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the relevant currency exchange rate in effect on the date such Indebtedness was Incurred, in the
case of term debt, or first committed or first Incurred (whichever yields the lower U.S. dollar-equivalent), in the case of revolving credit debt; provided that if such Indebtedness is Incurred to refinance other Indebtedness denominated in a
foreign currency, and such refinancing would cause the applicable U.S. dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such refinancing, such U.S. dollar-denominated
restriction shall be deemed not to have been exceeded so long as the principal amount of such refinancing Indebtedness does not exceed the principal amount of such Indebtedness being refinanced (plus the aggregate amount of premiums (including
reasonable tender premiums), defeasance costs and fees, discounts and expenses in connection therewith). 
 The principal amount
of any Indebtedness incurred to refinance other Indebtedness, if incurred in a different currency from the Indebtedness being refinanced, shall be calculated based on the currency exchange rate applicable to the currencies in which such respective
Indebtedness is denominated that is in effect on the date of such refinancing. 

  
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 This Indenture will not treat (1) unsecured Indebtedness as subordinated or junior to
Secured Indebtedness merely because it is unsecured or (2) Indebtedness as subordinated or junior to any other Indebtedness merely because it has a junior priority with respect to the same collateral. 

SECTION 3.4 Limitation on Restricted Payments. 
 (a) The Issuer will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly: 
 (i) declare or pay any dividend or make any distribution on account of the Issuer’s or any of its Restricted Subsidiaries’ Equity Interests, including any payment made in connection with
any merger or consolidation involving the Issuer (other than (A) dividends or distributions by the Issuer payable solely in Equity Interests (other than Disqualified Stock) of the Issuer; or (B) dividends or distributions by a Restricted Subsidiary
so long as, in the case of any dividend or distribution payable on or in respect of any class or series of securities issued by a Restricted Subsidiary other than a Wholly Owned Restricted Subsidiary, the Issuer or a Restricted Subsidiary receives
at least its pro rata share of such dividend or distribution in accordance with its Equity Interests in such class or series of securities); 
 (ii) purchase or otherwise acquire or retire for value any Equity Interests of the Issuer or any direct or indirect parent of the Issuer; 

(iii) make any principal payment on, or redeem, repurchase, defease or otherwise acquire or retire for value, or give
any irrevocable notice of redemption, in each case, prior to any scheduled repayment or scheduled maturity, any Subordinated Indebtedness of the Issuer (other than (i) the payment, redemption, repurchase, defeasance, acquisition or retirement of (A)
Subordinated Indebtedness in anticipation of satisfying a sinking fund obligation, principal installment or final maturity, in each case due within one year of the date of such payment, redemption, repurchase, defeasance, acquisition or retirement
and (B) Indebtedness permitted under clauses (vii) and (ix) of the definition of “Permitted Debt” and (ii) the giving of an irrevocable notice of redemption with respect to the transaction described in Sections 3.4(b)(ii)
or (iii)); or 
 (iv) make any Restricted Investment; 

(all such payments and other actions set forth in clauses (i) through (iv) above being collectively referred to as “Restricted
Payments”), unless, at the time of such Restricted Payment: 
 (A) no Default or Event of Default
shall have occurred and be continuing or would occur as a consequence thereof; 
 (B) immediately after
giving effect to such transaction on a pro forma basis, (i) with respect to Restricted Payments by the Issuer and its Restricted Subsidiaries (other than CommScope and its Restricted Subsidiaries), the Issuer could Incur $1.00 of additional
Indebtedness under the provisions of clause (i) of Section 3.3(a) and (ii) with respect to Restricted Payments by CommScope and its Restricted Subsidiaries, CommScope could Incur $1.00 of additional Indebtedness under the provisions
of clause (ii) of Section 3.3(a); and 
 (C) such Restricted Payment, together with the aggregate
amount of all other Restricted Payments made by the Issuer and its Restricted Subsidiaries after the Issue Date (including Restricted Payments permitted by clauses (i) and (viii) of Section 3.3(b), but excluding all other Restricted
Payments permitted by Section 3.3(b)), is less than the sum of, without duplication, 

  
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 (1) 50.0% of the Consolidated Net Income of the Issuer for the period
(taken as one accounting period) from January 1, 2011 to the end of the Issuer’s most recently ended fiscal quarter for which internal financial statements are available at the time of such Restricted Payment (or, in the case such Consolidated
Net Income for such period is a deficit, minus 100.0% of such deficit) plus 
 (2) 100.0% of the
aggregate net proceeds, including cash and the Fair Market Value of assets other than cash, received by the Issuer after January 14, 2011 from the issue or sale of Equity Interests of the Issuer (other than Excluded Equity), including such Equity
Interests issued upon exercise of warrants or options, plus 
 (3) 100.0% of the aggregate amount of
contributions to the capital of the Issuer received in cash and the Fair Market Value of assets other than cash after January 14, 2011 (other than Excluded Equity), plus 

(4) the principal amount of any Indebtedness, or the liquidation preference or maximum fixed repurchase price, as the
case may be, of any Disqualified Stock of the Issuer or any Restricted Subsidiary thereof issued after the January 14, 2011 (other than Indebtedness or Disqualified Stock issued to a Restricted Subsidiary or an employee stock ownership plan or trust
established by the Issuer or any Restricted Subsidiary (other than to the extent such employee stock ownership plan or trust has been funded by the Issuer or any Restricted Subsidiary)) that has been converted into or exchanged for Equity Interests
in the Issuer or any direct or indirect parent of the Issuer (other than Excluded Equity), plus 

(5) 100.0% of the aggregate amount received by the Issuer or any Restricted Subsidiary in cash and the Fair Market
Value of assets other than cash received by the Issuer or any Restricted Subsidiary from: 
 (A) the sale or
other disposition (other than to the Issuer or a Subsidiary of the Issuer) of Restricted Investments made by the Issuer and its Restricted Subsidiaries and from repurchases and redemptions of such Restricted Investments from the Issuer and its
Restricted Subsidiaries by any Person (other than the Issuer or any of its Subsidiaries) and from repayments of loans or advances that constituted Restricted Investments (other than in each case to the extent that the Restricted Investment was made
pursuant to Section 3.4(b)(x)), 
 (B) the sale (other than to the Issuer or a Restricted
Subsidiary or an employee stock ownership plan or trust established by the Issuer or any Restricted Subsidiary (other than to the extent such employee stock ownership plan or trust has been funded by the Issuer or any Restricted Subsidiary or to the
extent that such Investment constituted a Permitted Investment)) of the Capital Stock of an Unrestricted Subsidiary, or 
 (C) any distribution or dividend from an Unrestricted Subsidiary (to the extent such distribution or dividend is not already included in the calculation of Consolidated Net Income), plus


  
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 (6) in the event any Unrestricted Subsidiary of the Issuer has been
redesignated as a Restricted Subsidiary or has been merged or consolidated with or into, or transfers or conveys its assets to, or is liquidated into, the Issuer or a Restricted Subsidiary of the Issuer, in each case after the Issue Date, the Fair
Market Value of the Investment of the Issuer in such Unrestricted Subsidiary at the time of such redesignation, combination or transfer (or of the assets transferred or conveyed, as applicable), after deducting any Indebtedness associated with the
Unrestricted Subsidiary so designated or combined or any Indebtedness associated with the assets so transferred or conveyed (other than in each case to the extent that the designation of such Subsidiary as an Unrestricted Subsidiary was made
pursuant to Section 3.4(b)(x) or constituted a Permitted Investment). 
 (b) The provisions of
Section 3.4(a) shall not prohibit: 
 (i) the payment of any dividend or distribution or consummation
of any irrevocable redemption within 60 days after the date of declaration thereof or the giving of a redemption notice related thereto, if at the date of declaration or notice such payment would have complied with the provisions of this Indenture;

 (ii) 
 (a) the redemption, repurchase, retirement or other acquisition of any Equity Interests (“Retired Capital Stock”) of the Issuer or any direct or indirect parent of the Issuer, or
Subordinated Indebtedness of the Issuer or any Subsidiary Guarantor, in exchange for, or out of the proceeds of the substantially concurrent sale of, Equity Interests of the Issuer or any direct or indirect parent of the Issuer or contributions to
the equity capital of the Issuer (other than Excluded Equity) (collectively, including any such contributions, “Refunding Capital Stock”); 
 (b) the declaration and payment of accrued dividends on the Retired Capital Stock out of the proceeds of the substantially concurrent sale (other than to a Subsidiary of the Issuer or to an employee stock
ownership plan or any trust established by the Issuer or any of its Subsidiaries) of Refunding Capital Stock; and 
 (c) if immediately prior to the retirement of the Retired Capital Stock, the declaration and payment of dividends thereon was permitted under Section 3.4(b)(vi) and has not been made as
of such time (the “Unpaid Amount”), the declaration and payment of dividends on the Refunding Capital Stock (other than Refunding Capital Stock the proceeds of which were used to redeem, repurchase, retire or otherwise acquire any
Equity Interests of the Issuer or any other direct or indirect parent) in an aggregate amount no greater than the Unpaid Amount; 
 (iii) the prepayment, redemption, defeasance, repurchase or other acquisition or retirement of Subordinated Indebtedness of the Issuer or any Subsidiary Guarantor made by exchange for, or out of the
proceeds of the Incurrence of, Refinancing Indebtedness thereof; 
 (iv) the purchase, retirement,
redemption or other acquisition (or dividends to any direct or indirect parent of the Issuer to finance any such purchase, retirement, redemption or other acquisition) for value of Equity Interests of the Issuer or any direct or indirect parent of
the Issuer held directly or indirectly by any future, present or former employee, officer, director manager, consultant or independent contractor of the Issuer or any direct or indirect parent of the Issuer or


  
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any Subsidiary of the Issuer or their estates, heirs, family members, former spouses or permitted transferees (including for all purposes of this subclause (iv), Equity Interests held by any
entity whose Equity Interests are held by any such future, present or former employee, officer, director, manager, consultant or independent contractor or their estates, heirs, family members, former spouses or permitted transferees) pursuant to any
management equity plan or stock option plan or any other management or employee benefit plan or other agreement or arrangement or any stock subscription or shareholder or similar agreement; provided, however, that the aggregate amounts paid
under this clause (iv) shall not exceed (x) $20.0 million in any calendar year or (y) subsequent to the consummation of an underwritten public Equity Offering of common stock of the Issuer or any direct or indirect parent of the Issuer (an
“IPO”), $30.0 million in any calendar year (with unused amounts in any calendar year being permitted to be carried over for the next two succeeding calendar years up to a maximum of (1) $30.0 million in the aggregate in any calendar
year or (2) subsequent to the consummation of an IPO, $40.0 million in any calendar year); provided, further, however, that such amount in any calendar year may be increased by an amount not to exceed: 

(a) the cash proceeds received by the Issuer or any of its Restricted Subsidiaries from the sale of Equity Interests (other than
Excluded Equity) of the Issuer or any other direct or indirect parent of the Issuer (to the extent contributed to the Issuer) to any future, present, or former employees, officers, directors, managers, consultants or independent contractors of the
Issuer and its Restricted Subsidiaries or any direct or indirect parent of the Issuer that occurs after the Issue Date (provided that the amount of such cash proceeds utilized for any such repurchase, retirement, other acquisition or dividend
will not increase the amount available for Restricted Payments under Section 3.4(a)(C)); plus 
 (b) the
cash proceeds of key man life insurance policies received by the Issuer or any direct or indirect parent of the Issuer (to the extent contributed to the Issuer) and its Restricted Subsidiaries after the Issue Date; plus 

(c) the amount of any cash bonuses otherwise payable to employees, officers, directors, managers, consultants or independent
contractors of the Issuer and its Restricted Subsidiaries or any other direct or indirect parent of the Issuer in connection with the Transactions that are foregone in return for the receipt of Equity Interests; 

(d) the amount of cash proceeds described in clause (a), (b) or (c) of this clause (iv) previously used to make Restricted
Payments pursuant to this clause (iv); (provided that the Issuer may elect to apply all or any portion of the aggregate increase contemplated by clauses (a), (b) and (c) above in any calendar year); in addition, cancellation of Indebtedness
owing to the Issuer or any Restricted Subsidiary from any future, present, or former employees, officers, directors, managers, consultants or independent contractors (or any permitted transferees thereof) of the Issuer or any of its Restricted
Subsidiaries (or any direct or indirect parent company thereof), in connection with a repurchase of Equity Interests of the Issuer (or any direct or indirect parent company thereof) from such Persons will not be deemed to constitute a Restricted
Payment for purposes of this covenant or any other provisions of this Indenture; 
 (v) the declaration and
payment of dividends or distributions to holders of any class or series of Disqualified Stock of the Issuer or any of its Restricted Subsidiaries and any Preferred Stock of any Restricted Subsidiaries issued or Incurred in accordance with
Section 3.3; 

  
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 (vi) the declaration and payment of dividends or distributions to holders of
any class or series of Designated Preferred Stock and the declaration and payment of dividends to any direct or indirect parent of the Issuer, the proceeds of which will be used to fund the payment of dividends to holders of any class or series of
Designated Preferred Stock of the Issuer or any direct or indirect parent of the Issuer issued after the Issue Date; provided, however, that (A) for the most recently ended four full fiscal quarters for which internal financial statements are
available immediately preceding the date of issuance of such Designated Preferred Stock, after giving effect to such issuance (and the payment of dividends or distributions) on a pro forma basis, (i) in the case of Capital Stock of the Issuer
and its Restricted Subsidiaries (other than CommScope and its Restricted Subsidiaries), the Fixed Charge Coverage Ratio of the Issuer would have been at least 2.00 to 1.00 and (ii) in the case of Capital Stock of CommScope and its Restricted
Subsidiaries, the Fixed Charge Coverage Ratio of CommScope and its Restricted Subsidiaries would have been at least 2.00 to 1.00 and (B) the aggregate amount of dividends declared and paid pursuant to this clause (vi) does not exceed the net
cash proceeds actually received by the Issuer from the sale (or the contribution of the net cash proceeds from the sale) of Designated Preferred Stock; 
 (vii) any Restricted Payments made in connection with the consummation of the Issue Date Transactions whether on or after the Issue Date, including without limitation, any dividends or distributions,
payments or loans made to any direct or indirect parent of the Issuer to enable it to make any such payments; 

(viii) the declaration and payment of dividends on the Issuer’s common stock (or the payment of dividends to any
direct or indirect parent of the Issuer to fund the payment by any direct or indirect parent of the Issuer of dividends on such entity’s common stock) of up to 6.0% per annum of the net cash proceeds received by the Issuer from any public
offering of common stock or contributed to the Issuer by any direct or indirect parent of the Issuer from any public offering of common stock (other than public offerings with respect to common stock registered on Form S-4 or S-8 and any public sale
constituting an Excluded Contribution); 
 (ix) Restricted Payments that are made with Excluded
Contributions; 
 (x) other Restricted Payments in an aggregate amount not to exceed the greater of (x)
$140.0 million and (y) 2.5% of Total Assets, at the time of such Restricted Payment, at any one time outstanding; 
 (xi) the payment, purchase, redemption, defeasance or other acquisition or retirement for value of Subordinated Indebtedness, Disqualified Stock or Preferred Stock of the Issuer and its Restricted
Subsidiaries pursuant to provisions similar to those described under Section 3.9 and Section 3.7; provided that, prior to such payment, purchase, redemption, defeasance or other acquisition or retirement for value, the
Issuer (or a third party to the extent permitted by this Indenture) has made a Change of Control Offer or Asset Sale Offer, as the case may be, with respect to the Notes as a result of such Change of Control or Asset Sale, as the case may be, and
has repurchased all Notes validly tendered and not withdrawn in connection with such Change of Control Offer or Asset Sale Offer, as the case may be; 
 (xii) for any taxable period for which Issuer and/or any of its Subsidiaries are members of a consolidated, combined or similar tax group for U.S. federal and/or applicable state or local income tax
(including consolidated, combined or similar franchise (and similar) tax imposed in lieu of income tax) purposes of which a direct or indirect parent of Issuer is the common parent 

  
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(a “Tax Group”), Restricted Payments in amounts required for such common parent to pay the portion of any such U.S. federal, state or local income taxes (including any such
franchise (and similar) taxes imposed in lieu of income taxes) (as applicable) of such Tax Group for such taxable period that are attributable to the income (or other applicable basis for taxation) of Issuer and/or its Subsidiaries; provided that
(i) the amount of such dividends or other distributions for any taxable period shall not exceed the amount of such taxes that Issuer and/or its Subsidiaries, as applicable, would have paid had Issuer and/or its Subsidiaries, as applicable, been a
stand-alone tax-payer (or a stand-alone group) and (ii) dividends or other distributions in respect of an Unrestricted Subsidiary shall be permitted only to the extent that cash distributions were made by such Unrestricted Subsidiary to Issuer or
any of its Restricted Subsidiaries for such purpose; 
 (xiii) the payment of dividends, other distributions
or other amounts to, or the making of loans to any direct or indirect parent of the Issuer, in the amount required for such entity to, if applicable: 
 (a) pay franchise and similar taxes required to maintain any direct or indirect parent company’s corporate existence; 
 (b) pay amounts equal to the amounts required for any direct or indirect parent of the Issuer to pay customary salary, bonus and other benefits payable to, and indemnities provided on behalf of
officers, employees, directors, managers, consultants or independent contractors of any such direct or indirect parent of the Issuer, if applicable, and general corporate operating (including, without limitation, expenses related to auditing and
other accounting matters) and overhead expenses of the Issuer or any direct or indirect parent of the Issuer, if applicable, in each case to the extent such fees, expenses, salaries, bonuses, benefits and indemnities are attributable to the
ownership or operation of the Issuer and its Subsidiaries; 
 (c) pay, if applicable, amounts required for any direct or
indirect parent of the Issuer to pay interest and/or principal on Indebtedness the proceeds of which have been contributed to the Issuer (other than as Excluded Equity) and that has been guaranteed by, and is otherwise considered Indebtedness of,
the Issuer or any Restricted Subsidiary Incurred in accordance with the covenant described under Section 3.3; 

(d) pay fees and expenses incurred by any direct or indirect parent of the Issuer related to any unsuccessful equity or debt offering
of such parent; and 
 (e) payments to the Sponsor (a) pursuant to or contemplated by the Management Agreement or (b) for
any other financial advisory, financing, underwriting or placement services or in respect of other investment banking activities, including, without limitation, in connection with acquisitions or divestitures, including in connection with the
consummation of the Transactions, which payments are (x) made pursuant to agreements with the Sponsor described in the Offering Memorandum or (y) approved by a majority of the Board of Directors of the Issuer in good faith; 

(xiv) the payment of cash dividends or other distributions on the Issuer’s Capital Stock used to, or the making
of loans to any direct or indirect parent of the Issuer to, fund the payment of fees and expenses owed by the Issuer or any direct or indirect parent or Restricted Subsidiary of the Issuer, as the case may be, to Affiliates, in each case to the
extent permitted by Section 3.8; 

  
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 (xv) (i) repurchases of Equity Interests deemed to occur upon exercise of
stock options or warrants if such Equity Interests represent a portion of the exercise price of such options or warrants, (ii) payments made or expected to be made by the Issuer or any Restricted Subsidiary in respect of withholding or similar
taxes payable or expected to be payable by any future, present or former director, officer, employee, manager, consultant or independent contractor of the Issuer or any direct or indirect parent of the Issuer or any Subsidiary of the Issuer (or
their respective Affiliates, estates or immediate family members) in connection with the exercise of stock options or the grant, vesting or delivery of Equity Interests and (iii) loans or advances to officers, directors, employees, managers,
consultants and independent contractors of the Issuer or any direct or indirect parent of the Issuer or any Subsidiary of the Issuer in connection with such Person’s purchase of Equity Interests of the Issuer or any direct or indirect parent of
the Issuer; provided that no cash is actually advanced pursuant to this clause (iii) other than to pay taxes due in connection with such purchase, unless immediately repaid; 

(xvi) purchases of receivables pursuant to a Receivables Repurchase Obligation in connection with a Qualified
Receivables Financing and the payment or distribution of Receivables Fees; 
 (xvii) payments or
distributions to satisfy dissenters’ rights, pursuant to or in connection with a consolidation, merger or transfer of assets that complies with the provisions of this Indenture applicable to mergers, consolidations and transfers of all or
substantially all the property and assets of the Issuer; 
 (xviii) the distribution, as a dividend or
otherwise, of shares of Capital Stock of, or Indebtedness owed to the Issuer or a Restricted Subsidiary by, Unrestricted Subsidiaries (other than Unrestricted Subsidiaries, the primary assets of which are cash and/or Cash Equivalents); 

(xix) the payment of cash in lieu of the issuance of fractional shares of Equity Interests in connection with any
merger, consolidation, amalgamation or other business combination, or in connection with any dividend, distribution or split of or upon exercise or conversion of warrants, options or other securities exercisable or convertible into, Equity Interests
of the Issuer or any direct or indirect parent of the Issuer; 
 (xx) payment of dividends and other
distributions in an amount equal to any actual reduction in cash taxes realized by the Issuer and the Restricted Subsidiaries in the form of refunds or credits or from deductions when applied to offset income or gain as a direct result of (i)
transaction fees and expenses or (ii) financing fees, in each case in connection with the Issue Date Transactions; and 
 (xxi) any Restricted Payment if, at the time of such Restricted Payment, and after giving effect thereto and the incurrence of any Indebtedness, Disqualified Stock or Restricted Subsidiary preferred
stock, the net proceeds of which are used to fund such Restricted Payment, the Consolidated Total Debt Ratio would be no greater than 4.0 to 1.0,  
 provided, however, that at the time of, and after giving effect to, any Restricted Payment permitted under clause (ix) of this Section 3.4(b), no Default or Event of Default
shall have occurred and be continuing or would occur as a consequence thereof. 

  
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 As of the Issue Date, all of the Issuer’s Subsidiaries will be Restricted Subsidiaries.
The Issuer will not permit any Unrestricted Subsidiary to become a Restricted Subsidiary except pursuant to the definition of “Unrestricted Subsidiary.” For purposes of designating any Restricted Subsidiary as an Unrestricted Subsidiary,
all outstanding Investments by the Issuer and its Restricted Subsidiaries (except to the extent repaid) in the Subsidiary so designated will be deemed to be Restricted Payments or Permitted Investments in an amount determined as set forth in the
last sentence of the definition of “Investments.” Such designation will only be permitted if a Restricted Payment or Permitted Investment in such amount would be permitted at such time and if such Subsidiary otherwise meets the definition
of an Unrestricted Subsidiary. Unrestricted Subsidiaries will not be subject to any of the restrictive covenants set forth in this Indenture. 
 For purposes of this Section 3.4, if any Investment or Restricted Payment would be permitted pursuant to one or more provisions described above and/or one or more of the exceptions contained
in the definition of “Permitted Investments,” the Issuer may divide and classify such Investment or Restricted Payment in any manner that complies with this covenant and may later divide and reclassify any such Investment or Restricted
Payment so long as the Investment or Restricted Payment (as so divided and/or reclassified) would be permitted to be made in reliance on the applicable exception as of the date of such reclassification. 

SECTION 3.5 Liens. 
 (a) The Issuer will not, and will not permit any Restricted Subsidiary that is a Subsidiary Guarantor to, directly or indirectly, create, Incur or suffer to exist any Lien (other than Permitted Liens) on
any asset or property of the Issuer or such Subsidiary Guarantor, or any income or profits there from, or assign or convey any right to receive income there from, that secures any Obligations of the Issuer or such Subsidiary Guarantor, unless (1) in
the case of Liens securing Subordinated Indebtedness, the Notes or any applicable Guarantee is secured by a Lien on such property or assets of the Issuer or such Subsidiary Guarantor and proceeds there of that is senior in priority to such Liens; or
(2) in all other cases, the Notes and the applicable Guarantee, if any, are equally and ratably secured with or prior to such Obligation with a Lien on the same assets of the Issuer or such Subsidiary Guarantor, as the case may be. 

(b) Section 3.5(a) will not require the Issuer or any Restricted Subsidiary of the Issuer to secure the Notes if the relevant
Lien consists of a Permitted Lien. Any Lien that is granted to secure the Notes or such Guarantee, if any, under Section 3.5(a) shall be automatically released and discharged at the same time as the release of the Lien (other than a
release following enforcement of remedies in respect of such Lien or the Obligations secured by such Lien) that gave rise to the obligation to secure the Notes or such Guarantee, if any, under Section 3.5(a). 

SECTION 3.6 Dividend and Other Payment Restrictions Affecting Subsidiaries. 

(a) The Issuer will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, create or otherwise
cause or suffer to exist or become effective any consensual encumbrance or consensual restriction on the ability of any Restricted Subsidiary to: 
 (b) (i) pay dividends or make any other distributions to the Issuer or any of its Restricted Subsidiaries (1) on its Capital Stock or (2) with respect to any other interest or participation in,
or measured by, its profits; or (ii) make payments with respect to any Indebtedness owed to the Issuer or any of its Restricted Subsidiaries; 
 (c) make loans or advances to the Issuer or any of its Restricted Subsidiaries; or 

  
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 (d) sell, lease or transfer any of its properties or assets to the Issuer or any of its
Restricted Subsidiaries; 
 except in each case for such encumbrances or restrictions existing under or by reason of: 

(i) contractual encumbrances or restrictions of the Issuer or any of its Restricted Subsidiaries in effect on the
Issue Date, including pursuant to the Credit Agreements and the other documents relating thereto and the 2019 Notes Indenture and the related documentation; 
 (ii) this Indenture, the Notes and Guarantees thereof, if any; 

(iii) applicable law or any applicable rule, regulation or order; 

(iv) any agreement or other instrument of a Person acquired by or merged or consolidated with or into the Issuer or
any Restricted Subsidiary that was in existence at the time of such acquisition (or at the time it merges with or into the Issuer or any Restricted Subsidiary or assumed in connection with the acquisition of assets from such Person (but, in each
case, not created in contemplation thereof)), which encumbrance or restriction is not applicable to any Person, or the properties or assets of any Person, other than the Person, or the property or assets of the Person, so acquired; provided
that in connection with a merger under this Section 3.6(d)(iv), if a Person other than the Issuer or such Restricted Subsidiary is the Successor Company with respect to such merger, any Subsidiary of such Person, or any agreement or
instrument of such Person or any Subsidiary of such Person, shall be deemed acquired or assumed, as the case may be, by the Issuer or such Restricted Subsidiary, as the case may be, at the time of such merger; 

(v) customary encumbrances or restrictions contained in contracts or agreements for the sale of assets applicable to
such assets pending consummation of such sale, including customary restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement entered into for the sale or disposition of all or substantially all the Capital Stock or assets
of such Restricted Subsidiary; 
 (vi) restrictions on cash or other deposits or net worth imposed by
customers under contracts entered into in the ordinary course of business; 
 (vii) customary provisions in
(x) joint venture agreements entered into in the ordinary course of business with respect to the Equity Interests subject to the joint venture and (y) operating or other similar agreements, asset sale agreements, stock sale agreements entered
into in connection with the entering into of such transaction, which limitation is applicable only to the assets that are the subject of those agreements; 
 (viii) purchase money obligations for property acquired and Capitalized Lease Obligations entered into in the ordinary course of business or consistent with past practice to the extent such
obligations impose restrictions of the nature discussed in clause (c) above on the property so acquired; 

(ix) customary provisions contained in leases, sub-leases, licenses, sublicenses, contracts and other similar
agreements entered into in the ordinary course of business or consistent with past practice to the extent such obligations impose restrictions of the type described in clause (c) above on the property subject to such lease; 

  
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 (x) any encumbrance or restriction of a Receivables Subsidiary effected in
connection with a Qualified Receivables Financing; provided, however, that such restrictions apply only to such Receivables Subsidiary; 
 (xi) other Indebtedness, Disqualified Stock or Preferred Stock of any Restricted Subsidiary of the Issuer that is Incurred subsequent to the Issue Date pursuant to Section 3.3; provided that (i) such
encumbrances and restrictions contained in any agreement or instrument will not materially affect the Issuer’s ability to make anticipated principal or interest payment on the Notes (as determined by the Issuer in good faith) or (ii) such
encumbrances and restrictions contained in any agreement or instrument taken as a whole are not materially less favorable to the Holders of the Notes than the encumbrances and restrictions contained in this Indenture, the 2019 Notes Indenture or the
Credit Agreements (as determined by the Issuer in good faith); 
 (xii) any encumbrance or restriction
contained in Secured Indebtedness otherwise permitted to be Incurred pursuant to Section 3.3 and Section 3.5 to the extent limiting the right of the debtor to dispose of the assets securing such Indebtedness; 

(xiii) any encumbrance or restriction arising or agreed to in the ordinary course of business, not relating to any
Indebtedness, and that do not, individually or in the aggregate, (x) detract from the value of the property or assets of the Issuer or any Restricted Subsidiary in any manner material to the Issuer or any Restricted Subsidiary or (y) materially
affect the Issuer’s ability to make anticipated principal or interest payment on the Notes (as determined by the Issuer in good faith); 
 (xiv) existing under, by reason of or with respect to Refinancing Indebtedness; provided that the encumbrances and restrictions contained in the agreements governing that Refinancing Indebtedness are
not materially more restrictive, taken as a whole, than those contained in the agreements governing the Indebtedness being refinanced; 
 (xv) customary provisions in joint venture agreements or arrangements and other similar agreements or arrangements relating solely to the applicable joint venture; and 

(xvi) any encumbrances or restrictions imposed by any amendments, modifications, restatements, renewals, increases,
supplements, refundings, replacements or refinancings of the contracts, instruments or obligations referred to in clauses (i) through (xv) above; provided that such encumbrances and restrictions contained in any such amendment,
modification, restatement, renewal, increase, supplement, refunding, replacement or refinancing are, in the good faith judgment of the Issuer, not materially more restrictive as a whole than the encumbrances and restrictions prior to such amendment,
modification, restatement, renewal, increase, supplement, refunding, replacement or refinancing. 
 For purposes of determining
compliance with this Section 3.6, (i) the priority of any Preferred Stock in receiving dividends or liquidating distributions prior to dividends or liquidating distributions being paid on common stock shall not be deemed a
restriction on the ability to make distributions on Capital Stock and (ii) the subordination of loans or advances made to the Issuer or a Restricted Subsidiary of the Issuer to other Indebtedness Incurred by the Issuer or any such Restricted
Subsidiary shall not be deemed a restriction on the ability to make loans or advances. 

  
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 SECTION 3.7 Asset Sales. 

(a) The Issuer shall not, and shall not permit any of its Restricted Subsidiaries to, cause or make an Asset Sale, unless: 

(i) the Issuer or any of its Restricted Subsidiaries, as the case may be, receives consideration at the time of such
Asset Sale at least equal to the Fair Market Value (as determined at the time of contractually agreeing to such Asset Sale) of the assets sold or otherwise disposed of; and 

(ii) except in the case of a Permitted Asset Swap, at least 75% of the consideration therefor received by the Issuer
or such Restricted Subsidiary, as the case may be, is in the form of cash or Cash Equivalents or Replacement Assets; provided, however that the amount of: 

(1) any liabilities (as shown on the Issuer’s or such Restricted Subsidiary’s most recent balance sheet or
in the notes thereto) of the Issuer or such Restricted Subsidiary (other than liabilities that are by their terms subordinated to the Notes) that are assumed by the transferee of any such assets or Equity Interests pursuant to an agreement that
releases or indemnifies the Issuer or such Restricted Subsidiary, as the case may be, from further liability; 

(2) any Notes or other obligations or other securities or assets received by the Issuer or such Restricted Subsidiary
from such transferee that are converted by the Issuer or such Restricted Subsidiary into cash or Cash Equivalents, or by their terms are required to be satisfied for cash of Cash Equivalents (to the extent of the cash or Cash Equivalents received)
within 180 days of the receipt thereof; and 
 (3) any Designated Non-cash Consideration received by the
Issuer or any of its Restricted Subsidiaries in such Asset Sale having an aggregate Fair Market Value, taken together with all other Designated Noncash Consideration received pursuant to this clause (c) that is at that time outstanding, not to
exceed the greater of (x) $100.0 million and (y) 2.25% of Total Assets, at the time of the receipt of such Designated Non-cash Consideration (with the Fair Market Value of each item of Designated Non-cash Consideration being measured at the time
received and without giving effect to subsequent changes in value); 
 shall each be deemed to be Cash Equivalents for the purposes of this
clause (ii). 
 (b) Within 365 days after the Issuer’s or any Restricted Subsidiary’s receipt of the Net Cash Proceeds
of any Asset Sale, the Issuer or such Restricted Subsidiary may apply the Net Cash Proceeds from such Asset Sale, at its option: 
 (i) to permanently reduce Obligations under any Secured Indebtedness and, in the case of revolving obligations thereunder, to correspondingly reduce commitments with respect thereto; 

(ii) to permanently reduce Obligations under (x) other Pari Passu Indebtedness of the Issuer or, if applicable, the
Subsidiary Guarantors (provided that if the Issuer or any Subsidiary Guarantor shall so reduce such Obligations under such other Pari Passu Indebtedness, the Issuer will equally and ratably reduce Obligations under the Notes as provided under
“Optional redemption,” 

  
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or through open-market purchases (to the extent such purchases are at or above 100.0% of the principal amount thereof) or by making an offer (in accordance with the procedures set forth below for
an Asset Sale Offer) to all holders to purchase at a purchase price equal to 100.0% of the principal amount thereof, plus accrued and unpaid interest, if any, the pro rata principal amount of Notes that would otherwise be redeemed) or (y)
Indebtedness of a Restricted Subsidiary that is not a Guarantor, including the 2019 Notes, in each case, other than Indebtedness owed to the Issuer or a Restricted Subsidiary of the Issuer (provided that in the case of any reduction of any
revolving obligations pursuant to this clause (ii), the Issuer or such Restricted Subsidiary shall effect a corresponding reduction of commitments with respect thereto); 

(iii) to make an Investment in any one or more businesses (provided that if such Investment is in the form of
the acquisition of Capital Stock of a Person, such acquisition results in such Person becoming a Restricted Subsidiary of the Issuer), assets, or property or capital expenditures, in each case that either replaces the properties or assets that are
the subject of such Asset Sale or that are used or useful in a Similar Business; or 
 (iv) any combination
of the foregoing;  
 provided that the Issuer and its Restricted Subsidiaries will be deemed to have complied with the provisions
described in clause (iii) of this Section 3.7(b) if and to the extent that, within 365 days after the Asset Sale that generated the Net Cash Proceeds, the Issuer has entered into and not abandoned or rejected a binding agreement to
acquire the assets or Capital Stock of a Similar Business, make an Investment in Replacement Assets or make a capital expenditure in compliance with the provision described in clause (iii) of this Section 3.7(b), and that acquisition,
purchase or capital expenditure is thereafter completed within 180 days after the end of such 365-day period. 
 (c) Pending the
final application of any such Net Cash Proceeds, the Issuer or such Restricted Subsidiary of the Issuer may temporarily reduce Indebtedness under a revolving credit facility, if any, or otherwise invest such Net Cash Proceeds in Cash Equivalents.
Any Net Cash Proceeds from any Asset Sale that are not invested or applied as provided and within the time period set forth in Section 3.7(b) will be deemed to constitute “ Excess Proceeds.” When the aggregate amount of
Excess Proceeds exceeds $30.0 million, the Issuer shall make an offer (an “Asset Sale Offer”) to all Holders of Notes and, if required by the terms of any Pari Passu Indebtedness, to all holders of other Pari Passu Indebtedness
containing provisions similar to those set forth in this Indenture with respect to Asset Sales, to purchase the maximum principal amount of such Notes and Pari Passu Indebtedness, as appropriate, on a pro rata basis, that may be purchased out of the
Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof (or in the event such other Indebtedness was issued with original issue discount, 100.0% of the accreted value thereof), plus accrued and unpaid
interest and additional interest, if any (or such lesser price, if any, as may be provided by the terms of such other Indebtedness), to the date fixed for the closing of such offer, in accordance with the procedures set forth in this Indenture. The
Issuer will commence an Asset Sale Offer with respect to Excess Proceeds within ten Business Days after the date that Excess Proceeds exceed $30.0 million by mailing the notice required pursuant to the terms of this Indenture, with a copy to the
Trustee or otherwise in accordance with the procedures of DTC. The Issuer may satisfy the foregoing obligations with respect to such Net Cash Proceeds from an Asset Sale by making an Asset Sale Offer with respect to such Net Cash Proceeds prior to
the expiration of the application period. To the extent that the aggregate amount of Notes and such Pari Passu Indebtedness tendered pursuant to an Asset Sale Offer is less than the Excess Proceeds, the Issuer may use any remaining Excess Proceeds
for any purpose not otherwise prohibited by this Indenture. If the aggregate principal amount of Notes and Pari Passu Indebtedness, as appropriate, surrendered by holders thereof exceeds the amount of Excess Proceeds, the Trustee shall select the
Notes and the Issuer or its agent shall select such Pari Passu Indebtedness to be purchased in the manner described below. Upon completion of any such Asset Sale Offer, the amount of Excess Proceeds shall be reset at zero. 

  
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 (d) The Issuer will comply with the requirements of Rule 14e-1 under the Exchange Act and
any other securities laws and regulations to the extent such laws or regulations are applicable in connection with the purchase of the Notes pursuant to an Asset Sale Offer. To the extent that the provisions of any securities laws or regulations
conflict with the provisions of this Indenture, the Issuer will comply with the applicable securities laws and regulations and shall not be deemed to have breached its obligations under this Indenture by virtue thereof. 

(e) If more Notes are tendered pursuant to an Asset Sale Offer than the Issuer is required to purchase, selection of such Notes for
purchase will be made in compliance with the requirements of the principal national securities exchange, if any, on which such Notes are listed or if such Notes are not listed, on a pro rata basis, by lot or by such other method as the Trustee shall
deem fair and appropriate (and in such manner as complies with applicable legal requirements); provided that no Notes in an unauthorized denomination shall be redeemed in part. No Notes of $2,000 or less can be redeemed in part (or if a PIK
Payment has been made, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof). 
 (f) Notices
of an Asset Sale Offer shall be mailed by first class mail, postage prepaid, or sent electronically, at least 30 but not more than 60 days before the purchase date to each Holder of Notes at such Holder’s registered address or otherwise in
accordance with DTC procedures. If any Note is to be purchased in part only, any notice of purchase that relates to such Note shall state the portion of the principal amount thereof that has been or is to be purchased. 

A new Note in principal amount equal to the unpurchased portion of any Note purchased in part will be issued in the name of the Holder
thereof upon cancellation of the original Note. On and after the purchase date, unless the Issuer defaults in payment of the purchase price, interest shall cease to accrue on Notes or portions thereof purchased. 

SECTION 3.8 Transactions with Affiliates. 
 (a) The Issuer will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, make any payment to, or sell, lease, transfer or otherwise dispose of any of its properties or
assets to, or purchase any property or assets from, or enter into or make or amend any transaction or series of transactions, contract, agreement, understanding, loan, advance or guarantee with, or for the benefit of, any Affiliate of the Issuer
(each of the foregoing, an “Affiliate Transaction”) involving aggregate consideration in excess of $20.0 million, unless: 
 (i) such Affiliate Transaction is on terms that are not materially less favorable to the Issuer or the relevant Restricted Subsidiary than those that could have been obtained in a comparable
transaction by the Issuer or such Restricted Subsidiary with an unrelated Person; and 
 (ii) with respect
to any Affiliate Transaction or series of related Affiliate Transactions involving aggregate consideration in excess of $50.0 million, the Issuer delivers to the Trustee a resolution adopted in good faith by the majority of the Board of Directors of
the Issuer, approving such Affiliate Transaction and set forth in an Officer’s Certificate certifying that such Affiliate Transaction complies with clause (a) above. 

  
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 (b) The provisions of Section 3.8(a) will not apply to the
following: 
 (i) (a) transactions between or among the Issuer and/or any of its Restricted Subsidiaries (or
an entity that becomes a Restricted Subsidiary as a result of such transaction) and (b) any merger or consolidation of the Issuer or any other direct parent of the Issuer, provided that such parent company shall have no material liabilities and no
material assets other than cash, Cash Equivalents and the Capital Stock of the Issuer and such merger or consolidation is otherwise in compliance with the terms of this Indenture and effected for a bona fide business purpose; 

(ii) (a) Restricted Payments permitted by this Indenture and (b) Permitted Investments; 

(iii) any employment agreements entered into by the Issuer or any of its Restricted Subsidiaries in the ordinary
course of business and the payment of reasonable and customary fees and reimbursements paid to, and indemnity and similar arrangements provided on behalf of, officers, directors, employees or consultants of the Issuer or any Restricted Subsidiary or
(to the extent relating to the business of the Issuer and its Subsidiaries) any other direct or indirect parent of the Issuer; 
 (iv) transactions in which the Issuer or any of its Restricted Subsidiaries, as the case may be, delivers to the Trustee a letter from an Independent Financial Advisor stating that such transaction
is fair to the Issuer or such Restricted Subsidiary from a financial point of view or meets the requirements of Section 3.8(a); 
 (v) payments or loans (or cancellation of loans, advances or guarantees) or advances to employees or consultants or guarantees in respect thereof for bona fide business purposes in the ordinary
course of business; 
 (vi) any agreement as in effect as of the Issue Date (other than the Management
Agreement) or as thereafter amended, supplemented or replaced (so long as such amended, supplemented or replaced agreement is not more disadvantageous to the Holders of the Notes in any material respect than the original agreement as in effect on
the Issue Date) or any transaction or payments contemplated thereby; 
 (vii) the Management Agreement as in
effect as of the Issue Date or as thereafter amended, supplemented or replaced (so long as such amended, supplemented or replaced agreement is not more disadvantageous to the Holders of the Notes in any material respect than the Management Agreement
as in effect on the Issue Date) or any transaction or payments (including reimbursement of out-of-pocket expenses) contemplated thereby; 
 (viii) the existence of, or the performance by the Issuer or any of its Restricted Subsidiaries of its obligations under the terms of any stockholders or similar agreement (including any registration
rights agreement or purchase agreement related thereto) to which it is a party as of the Issue Date and any amendment thereto or similar transactions, arrangements or agreements that it may enter into thereafter; provided, however, that the
existence of, or the performance by the Issuer or any of its Restricted Subsidiaries of its obligations under, any future amendment to any such existing transaction, arrangement or agreement or under any similar transaction, arrangement or agreement
entered into after the Issue Date shall only be permitted by this clause (viii) to the extent that the terms of any such existing transaction, arrangement or agreement together with all amendments thereto, taken as a whole, or new agreement are not
otherwise more disadvantageous to the Holders of the Notes in any material respect than the original transaction, arrangement or agreement as in effect on the Issue Date; 

  
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 (ix) transactions with customers, clients, suppliers or purchasers or
sellers of goods or services, in each case in the ordinary course of business and otherwise in compliance with the terms of this Indenture, which are fair to the Issuer and its Restricted Subsidiaries in the reasonable determination of the Board of
Directors or the senior management of the Issuer, and are on terms at least as favorable as might reasonably have been obtained at such time from an unaffiliated party or (b) transactions with Unrestricted Subsidiaries in the ordinary course of
business; 
 (x) any transaction effected as part of a Qualified Receivables Financing; 

(xi) the sale or issuance of Equity Interests (other than Disqualified Stock) of the Issuer; 

(xii) payments by the Issuer or any of its Restricted Subsidiaries to the Sponsor or any of its Affiliates made for
any financial advisory, financing, underwriting or placement services or in respect of other investment banking activities, including, without limitation, in connection with acquisitions or divestitures, which payments are (x) made pursuant to
agreements with the Sponsor described in the Offering Memorandum or (y) approved by a majority of the Board of Directors of the Issuer in good faith or a majority of the disinterested members of the Board of Directors of the Issuer in good faith;

 (xiii) any contribution to the capital of the Issuer (other than Disqualified Stock); 

(xiv) any transaction with a Person (other than an Unrestricted Subsidiary) that would constitute an Affiliate
Transaction solely because the Issuer or a Restricted Subsidiary owns an Equity Interest in or otherwise controls such Person, provided that no Affiliate of the Issuer or any of its Subsidiaries other than the Issuer or a Restricted Subsidiary shall
have a beneficial interest or otherwise participate in such Person; 
 (xv) transactions between the Issuer
or any of its Restricted Subsidiaries and any Person, a director of which is also a director of the Issuer, any of its Restricted Subsidiaries or any direct or indirect parent of the Issuer; provided, however, that such director abstains from voting
as a director of the Issuer or such direct or indirect parent of the Issuer, as the case may be, on any matter involving such other Person; 
 (xvi) the entering into of any tax sharing agreement or arrangement and any payments permitted by Section 3.04(b)(xii); 

(xvii) transactions to give effect to the Issue Date Transactions and the payment of all transaction, underwriting,
commitment and other fees and expenses related to the Issue Date Transactions; 
 (xviii) pledges of Equity
Interests of Unrestricted Subsidiaries; 
 (xix) the issuances of securities or other payments, awards or
grants in cash, securities or otherwise pursuant to, or the funding of, employment arrangements, stock option and stock ownership plans or similar employee benefit plans approved by the Board of Directors of the Issuer or of a Restricted Subsidiary
of the Issuer, as appropriate, in good faith; 

  
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 (xx) any employment, consulting, service or termination agreement, or
customary indemnification arrangements, entered into by the Issuer or any of its Restricted Subsidiaries with current, former or future officers and employees of the Issuer or any of its Restricted Subsidiaries and the payment of compensation to
officers and employees of the Issuer or any of its Restricted Subsidiaries (including amounts paid pursuant to employee benefit plans, employee stock option or similar plans), in each case in the ordinary course of business; 

(xxi) investments by Affiliates in Indebtedness or preferred Equity Interests of the Issuer or any of its
Subsidiaries, so long as non-Affiliates were also offered the opportunity to invest in such Indebtedness or preferred Equity Interests, and transactions with Affiliates solely in their capacity as holders of Indebtedness or preferred Equity
Interests of the Issuer or any of its Subsidiaries, so long as such transaction is with all holders of such class (and there are such non-Affiliate holders) and such Affiliates are treated no more favorably than all other holders of such class
generally; 
 (xxii) transactions with Affiliates solely in their capacity as holders of Indebtedness or
Equity Interests of the Issuer or any of its Subsidiaries, so long as such transaction is with all holders of such class (and there are such non-Affiliate holders) and such Affiliates are treated no more favorably than all other holders of such
class generally; 
 (xxiii) the existence of, or the performance by the Issuer or any of its Restricted
Subsidiaries of their obligations under the terms of, any customary registration rights agreement to which they are a party or become a party in the future; and 
 (xxiv) investments by the Sponsor in securities of the Issuer or any Restricted Subsidiary (and payment of reasonable out-of-pocket expenses incurred by the Sponsor in connection therewith).

 SECTION 3.9 Change of Control. 
 (a) Upon the occurrence of a Change of Control, each Holder will have the right to require the Issuer to purchase all or any part of such Holder’s Notes at a purchase price in cash equal to 101% of
the principal amount thereof, plus accrued and unpaid interest, if any, to (but not including) the date of purchase (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant Interest Payment
Date), except to the extent the Issuer has previously elected to redeem Notes pursuant to Article V. 
 (b) Within 30 days
following any Change of Control, except to the extent that the Issuer has exercised its right to redeem the Notes as described under Section 5.1, the Issuer shall deliver a notice (a “Change of Control Offer”) to each Holder
with a copy to the Trustee describing: 
 (i) that a Change of Control has occurred or, if the Change of
Control Offer is being made in advance of a Change of Control, that a Change of Control is expected to occur, and that such Holder has, or upon such occurrence will have, the right to require the Issuer to purchase such Holder’s Notes at a
purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to (but not including) the date of purchase (subject to the right of Holders of record on a record date to receive interest on the
relevant Interest Payment Date); 

  
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 (ii) the transaction or transactions that constitute, or are expected to
constitute, such Change of Control; 
 (iii) the purchase date (which shall be no earlier than 30 days nor
later than 60 days from the date such notice is delivered) (the “Change of Control Payment Date”); 
 (iv) that any Note not properly tendered will remain outstanding and continue to accrue interest; 
 (v) that unless the Issuer defaults in the payment of the Change of Control Payment, all Notes accepted for payment pursuant to the Change of Control Offer will cease to accrue interest on the Change
of Control Payment Date; 
 (vi) that Holders electing to have any Notes purchased pursuant to a Change of
Control Offer will be required to surrender such Notes, with the form entitled “Option of Holder to Elect Purchase” on the reverse of such Notes completed, to the Paying Agent specified in the notice at the address specified in the notice
prior to the close of business on the third Business Day preceding the Change of Control Payment Date; 

(vii) that Holders will be entitled to withdraw their tendered Notes and their election to require the Issuer to
purchase such Notes, provided that the Paying Agent receives, not later than the expiration time of the Change of Control Offer, a telegram, telex, facsimile transmission or letter setting forth the name of the Holder of the Notes, the principal
amount of Notes tendered for purchase, and a statement that such Holder is withdrawing its tendered Notes and its election to have such Notes purchased; 
 (viii) that if the Issuer is redeeming less than all of the Notes, the Holders of the remaining Notes will be issued new Notes and such new Notes will be equal in principal amount to the unpurchased
portion of the Notes surrendered (provided, that the unpurchased portion of the Notes must be equal to $2,000 or an integral multiple of $1,000 in excess thereof (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral
multiple of $1.00 in excess thereof)); 
 (ix) if such notice is delivered prior to the occurrence of a
Change of Control, stating that the Change of Control Offer is conditional on the occurrence of such Change of Control; and 
 (x) the other instructions determined by the Issuer, consistent with this covenant, that a Holder must follow in order to have its Notes purchased. 

(c) Holders electing to have a Note purchased shall be required to surrender the Note, with an appropriate form duly completed, to the
Issuer at the address specified in the notice at least three Business Days prior to the purchase date. Holders shall be entitled to withdraw their election if the Trustee or the Issuer receives not later than one Business Day prior to the purchase
date, a telegram, telex facsimile transmission or letter setting forth the name of the Holder, the principal amount at maturity of the Note which was delivered for purchase by the Holder and a statement that such Holder is withdrawing his selection
to have such Note purchased. 
 (d) On the purchase date, all Notes purchased by the Issuer under this Section 3.9
shall be delivered by the Issuer to the Trustee for cancellation, and the Issuer shall pay the purchase price plus accrued and unpaid interest, if any, to the Holders entitled thereto. With respect to any Note purchased in part, the Issuer will
issue a new Note in a principal amount equal at maturity to the unpurchased portion of the original Note in the name of the Holder upon cancellation of the original Note. 

  
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 (e) Notwithstanding the foregoing provisions of this Section 3.9, the Issuer
will not be required to make a Change of Control Offer upon a Change of Control if a third party makes the Change of Control Offer in the manner, at the times and otherwise in compliance with the requirements set forth in this Indenture applicable
to a Change of Control Offer made by the Issuer and purchases all Notes validly tendered and not withdrawn under such Change of Control Offer. 
 (f) Prior to any Change of Control Offer, the Issuer shall deliver to the Trustee an Officer’s Certificate stating that all conditions precedent contained herein to the right of the Issuer to make
such offer have been complied with. 
 (g) The Issuer will comply, to the extent applicable, with the requirements of Rule 14e-1
of the Exchange Act and any other securities laws or regulations in connection with the repurchase of Notes pursuant to this Section 3.9. To the extent that the provisions of any securities laws or regulations conflict with provisions of
this Section 3.9, the Issuer will comply with the applicable securities laws and regulations and will not be deemed to have breached its obligations under this Section 3.9 by virtue of such compliance. 

(h) A Change of Control Offer may be made in advance of a Change of Control, and conditioned upon such Change of Control. 

(i) On the Change of Control Payment Date, the Issuer will, to the extent permitted by law, 

(i) accept for payment all Notes issued by it or portions thereof properly tendered pursuant to the Change of Control
Offer; 
 (ii) deposit with the Paying Agent an amount equal to the aggregate Change of Control Payment in
respect of all Notes or portions thereof so tendered; and 
 (iii) deliver, or cause to be delivered, to the
Trustee for cancellation the Notes so accepted together with an Officer’s Certificate to the Trustee stating that such Notes or portions thereof have been tendered to and purchased by the Issuer. 

SECTION 3.10 Maintenance of Insurance. The Issuer shall maintain with financially sound and reputable insurance companies not
Affiliates of the Issuer, insurance with respect to its properties and business against loss or damage of the kinds customarily insured against by Persons engaged in the same or similar business, of such types and in such amounts as are customarily
carried under similar circumstances by such other Persons. 
 SECTION 3.11 Additional Guarantors. If, after the Issue
Date, any Restricted Subsidiary that is a Wholly Owned Subsidiary of the Issuer (and non-Wholly Owned Subsidiaries if such non-Wholly Owned Subsidiaries guarantee other syndicated loans or capital markets debt securities of the Issuer) and is not a
Foreign Subsidiary and that guarantees any Indebtedness of the Issuer, then the Issuer shall cause such Restricted Subsidiary, within 20 Business Days of the date that such Indebtedness has been guaranteed, to execute and deliver to the Trustee a
supplemental indenture pursuant to which such Restricted Subsidiary shall become a Subsidiary Guarantor under this Indenture and guarantee payment of the Notes and all Obligations in respect of the Notes on the terms and conditions set forth in this
Indenture; provided, however, that no Foreign Subsidiary or Foreign Subsidiary Holdco shall guarantee any Indebtedness of the Issuer. 

  
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 Each Guarantee will be limited to an amount not to exceed the maximum amount that can be
guaranteed by that Restricted Subsidiary without rendering the Guarantee, as it relates to such Restricted Subsidiary, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of
creditors generally. However, in a recent Florida bankruptcy case, this kind of provision was found to be ineffective to protect the guarantees. 
 Each Guarantee shall be released upon the terms and in accordance with Section 10.2(b). 
 SECTION 3.12 Compliance Certificate; Statement by Officers as to Default. The Issuer shall deliver to the Trustee, within 120 days after the end of each fiscal year of the Issuer ending after the
Issue Date, an Officer’s Certificate to the effect that to the best knowledge of the signer thereof on behalf of the Issuer, the Issuer is or is not in default in the performance and observance of any of the terms, provisions and conditions of
this Indenture (without regard to any period of grace or requirement of notice provided hereunder) and, if the Issuer (through its own action or omission or through the action or omission of any Guarantor as applicable) shall be in default,
specifying all such defaults and the nature and status thereof of which such signer may have knowledge. The individual signing any certificate given by any Person pursuant to this Section 3.12 shall be the principal executive, financial or
accounting officer of such Person. 
 So long as any of the Notes are outstanding, the Issuer will deliver to the Trustee,
within 30 days of any Officer becoming aware of any Default or Event of Default, an Officer’s Certificate specifying such Default or Event of Default. 
 SECTION 3.13 [Reserved.]. 
 SECTION 3.14 Designation of Restricted and
Unrestricted Subsidiaries. 
 (a) The Board of Directors of the Issuer may designate any Subsidiary of the Issuer (including
any newly acquired or newly formed Subsidiary of the Issuer but excluding the Issuer) to be an Unrestricted Subsidiary unless such Subsidiary or any of its Subsidiaries owns any Equity Interests or Indebtedness of, or owns or holds any Lien on any
property of, the Issuer or any other Subsidiary of the Issuer that is not a Subsidiary of the Subsidiary to be so designated; provided, however, that the Subsidiary to be so designated and its Subsidiaries do not at the time of designation
have and do not thereafter Incur any Indebtedness pursuant to which the lender has recourse to any of the assets of the Issuer or any of its Restricted Subsidiaries; provided, further, however, that either: 

(i) the Subsidiary to be so designated has total consolidated assets of $1,000 or less; or 

(ii) if such Subsidiary has consolidated assets greater than $1,000, then such designation would be permitted under
Section 3.4. 
 (b) The Board of Directors of the Issuer may designate any Unrestricted Subsidiary to be a
Restricted Subsidiary; provided, however, that immediately after giving effect to such designation: 

(x) (1) if such Unrestricted Subsidiary is a Subsidiary of the Issuer (other than CommScope or any of its
Subsidiaries), the Issuer could Incur $1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test described under Section 3.3 and if such Unrestricted Subsidiary is a Subsidiary of CommScope, CommScope could Incur
$1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test set forth under Section 3.3, or 

  
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 (2) the Fixed Charge Coverage Ratio for the Issuer and its Restricted
Subsidiaries would be greater than such ratio for the Issuer and its Restricted Subsidiaries immediately prior to such designation, in each case on a pro forma basis taking into account such designation, and 

(y) no Event of Default shall have occurred and be continuing. 

(c) Any such designation by the Board of Directors of the Issuer shall be evidenced to the Trustee by promptly filing with the Trustee a
copy of the resolution of the Board of Directors of the Issuer giving effect to such designation and an Officer’s Certificate certifying that such designation complied with this Section 3.14. 

SECTION 3.15 Covenant Suspension. 
 (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the
occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event”), Sections 3.3, 3.4, 3.6, 3.7, 3.8, 3.11
and 4.1(iv) (collectively, the “Suspended Covenants”) shall no longer be applicable to such Notes. 

(b) In the event that the Issuer and the Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any
period of time pursuant to Section 3.15(a) (any such period, a “Suspension Period”), and on any subsequent date (the “Reversion Date”) one or both of the Rating Agencies withdraw their Investment Grade
Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Issuer and the Restricted Subsidiaries shall thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events.

 (c) Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Cash Proceeds shall be reset
at zero. 
 (d) In the event of any reinstatement of the Suspended Covenants pursuant to Section 3.15(b), no failure
to comply with the Suspended Covenants prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to any Notes; provided that (1) with respect to Restricted Payments made after any such
reinstatement, the amount of Restricted Payments made shall be calculated as though Section 3.4 had been in effect prior to, but not during the Suspension Period; provided that no Subsidiaries may be designated as Unrestricted
Subsidiaries during the Suspension Period, and (2) all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period shall be classified to have been Incurred or issued pursuant to
Section 3.3(b)(iii). In addition, for purposes of Section 3.8, all agreements and arrangements entered into by the Issuer and any Restricted Subsidiary with an Affiliate of the Issuer during the Suspension Period prior to
such Reversion Date will be deemed to have been entered into on or prior to the Acquisition Date and for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of
the restrictions contemplated by such Section will be deemed to have been existing on the Acquisition Date. 

  
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 (e) Notwithstanding that the Suspended Covenants may be reinstated, no Default or Event of
Default will be deemed to have occurred as a result of any failure to comply with the Suspended Covenants during any Suspension Period and the Issuer and any Subsidiary of the Issuer will be permitted, without causing a Default or Event of Default
or breach of any of the Suspended Covenants (notwithstanding the reinstatement thereof) under this Indenture, to honor, comply with or otherwise perform any contractual commitments or obligations entered into during a Suspension Period following a
Reversion Date and to consummate the transactions contemplated thereby; provided that, to the extent any such commitment or obligation results in the making of a Restricted Payment, such Restricted Payment shall be made under
Section 3.4(a)(C) or Section 3.4(b) and if not permitted by any of such provisions, such Restricted Payment shall be deemed permitted under Section 3.4(a)(C) and shall be deducted for purposes of calculating the
amount pursuant to such Section 3.4(a)(C) (so that the amount available under such Section 3.4(a)(C) immediately following such Restricted Payment shall be negative). 

The Issuer shall provide an Officer’s Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or
Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Issuer’s and
its Subsidiaries’ future compliance with their covenants or (iii) notify the Holders of any Covenant Suspension Event or Reversion Date. 
 SECTION 3.16 Stay, Extension and Usury Laws. The Issuer covenants (to the extent that it may lawfully do so) that it shall not at any time insist upon, plead, or in any manner whatsoever claim or
take the benefit or advantage of, any stay, extension or usury law wherever enacted, now or at any time hereafter in force, that may affect the covenants or the performance of this Indenture; and the Issuer (to the extent that it may lawfully do so)
hereby expressly waives all benefit or advantage of any such law, and covenant that it shall not, by resort to any such law, hinder, delay or impede the execution of any power herein granted to the Trustee, but shall suffer and permit the execution
of every such power as though no such law has been enacted. 
 ARTICLE IV 

Merger; Consolidation or Sale of Assets 
 SECTION 4.1 When the Issuer May Merge or Otherwise Dispose of Assets. 
 The
Issuer may not consolidate or merge with or into or wind up into (whether or not the Issuer is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or
more related transactions, to any Person unless: 
 (i) the Issuer is the surviving Person or the Person
formed by or surviving any such consolidation or merger (if other than the Issuer) or to which such sale, assignment, transfer, lease, conveyance or other disposition will have been made is a corporation or limited liability company organized or
existing under the laws of the United States, any state thereof, the District of Columbia, or any territory thereof (the Issuer or such Person, as the case may be, being herein called the “Successor Company”) and, if such entity is
not a corporation, a co-obligor of the Notes is a corporation organized or existing under such laws; 

(ii) the Successor Company (if other than the Issuer) expressly assumes all the obligations of the Issuer under this
Indenture and the Notes pursuant to supplemental indentures or other documents or instruments; 

  
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 (iii) immediately after giving effect to such transaction (and treating any
Indebtedness that becomes an obligation of the Successor Company or any of its Restricted Subsidiaries as a result of such transaction as having been Incurred by the Successor Company or such Restricted Subsidiary at the time of such transaction) no
Default or Event of Default shall have occurred and be continuing; 
 (iv) immediately after giving pro
forma effect to such transaction, as if such transaction had occurred at the beginning of the applicable four-quarter period, either 
 (1) the Successor Company would be permitted to Incur at least $1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test set forth in Section 3.3(a); or

 (2) the Fixed Charge Coverage Ratio for the Successor Company and its Restricted Subsidiaries would be
equal to or greater than such ratio for the Issuer and its Restricted Subsidiaries immediately prior to such transaction; 
 (v) if the Successor Company is other than the Issuer, each Subsidiary Guarantor, if any, unless it is the other party to the transactions described above, in which case Section 4.1(b)(i)(B)
shall apply, shall have by supplemental indenture confirmed that its Guarantee shall apply to such Person’s obligations under this Indenture and the Notes; and 

(vi) the Issuer shall have delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each
stating that such consolidation, merger or transfer and such supplemental indentures (if any) comply with this Indenture. 
 The
Successor Company (if other than the Issuer) will succeed to, and be substituted for, such Issuer under this Indenture and the Notes, and the Issuer will automatically be released and discharged from its obligations under this Indenture and the
Notes. Notwithstanding the foregoing clauses (iii) and (iv), (a) the Issuer or any Restricted Subsidiary may consolidate with, merge into or sell, assign, transfer, lease, convey or otherwise dispose of all or part of its properties and assets
to the Issuer or any Restricted Subsidiary, and (b) the Issuer may merge or consolidate with an Affiliate incorporated or organized solely for the purpose of reincorporating or reorganizing such Issuer in another state of the United States, the
District of Columbia or any territory of the United States so long as the amount of Indebtedness of the Issuer and its Restricted Subsidiaries is not increased thereby. 
 ARTICLE V 
 Redemption of Notes 

SECTION 5.1 Optional Redemption. 
 (a) The Notes may be redeemed, in whole at any time, or in part from time to time, subject to the conditions and at the redemption prices set forth in Paragraph 7 of the form of Note set forth in
Exhibit A hereto, which are hereby incorporated by reference and made a part of this Indenture, together with accrued and unpaid interest to the redemption date. 
 (b) In connection with any redemption of Notes (including with the net cash proceeds of an Equity Offering), any such redemption may, at the Issuer’s discretion, be subject to one or more conditions
precedent, including any related Equity Offering. In addition, if such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the


  
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Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption
may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption date, or by the redemption date so delayed. 

(c) Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof
called for redemption on the applicable Redemption Date. 
 SECTION 5.2 Mandatory Principal Redemption. At the end of
each accrual period ending on the date five years after the date of the initial issuance of the Notes (each, an “AHYDO redemption date”), the Issuer will redeem for cash a portion of each Note then outstanding equal to the Mandatory
Principal Redemption Amount (such redemption, a “Mandatory Principal Redemption”). The redemption price for the portion of each Note redeemed pursuant to a Mandatory Principal Redemption will be 100% of the principal amount of such
portion plus any accrued interest thereon on the date of redemption. The “Mandatory Principal Redemption Amount” with respect to an accrual period means the portion of a Note required to be redeemed to prevent such Note from being
treated as an “applicable high yield discount obligation” within the meaning of Section 163(i)(1) of the Code. No partial redemption, prepayment or repurchase of the Notes prior to the AHYDO redemption date pursuant to any other
provision of the Indenture will alter the Issuer’s obligation to make the Mandatory Principal Redemption with respect to any Notes that remain outstanding on any AHYDO redemption date. The Issuer is responsible for calculating the Mandatory
Principal Redemption Amount. The Trustee shall not be responsible for verifying the calculation of the Mandatory Principal Redemption Amount. 
 SECTION 5.3 Election to Redeem; Notice to Trustee of Optional and Mandatory Redemptions. If the Issuer elects to redeem Notes pursuant to Section 5.1, the Issuer shall furnish to the
Trustee, at least 2 Business Days for Global Notes and 10 calendar days for Definitive Notes before notice of redemption is required to be mailed or caused to be mailed to Holders pursuant to Section 5.5, an Officer’s Certificate
setting forth (a) the paragraph or subparagraph of such Note and/or Section of this Indenture pursuant to which the redemption shall occur, (b) the Redemption Date, (c) the principal amount of the Notes to be redeemed and (d) the
redemption price. The Issuer may also include a request in such Officer’s Certificate that the Trustee give the notice of redemption in the Issuer’s name and at its expense and setting forth the information to be stated in such notice as
provided in Section 5.5. The Issuer shall deliver to the Trustee such documentation and records as shall enable the Trustee to select the Notes to be redeemed pursuant to Section 5.4. 

SECTION 5.4 Selection by Trustee of Notes to Be Redeemed. If less than all of the Notes are to be redeemed at any time, the
Trustee shall select Notes for redemption on a pro rata basis or by lot unless otherwise required by law, the Depositary or applicable stock exchange requirements; provided, however, that no Notes in an unauthorized denomination shall
be redeemed in part. No Notes of less than $2,000 or integral multiples of $1,000 in excess thereof can be redeemed in part (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral multiples of $1.00 in excess thereof).
If any Note is to be redeemed in part only, the notice of redemption relating to such Note shall state the portion of the principal amount thereof to be redeemed. A new Note in principal amount equal to the unredeemed portion thereof shall be issued
in the name of the Holder thereof upon cancellation of the original Note in accordance with Section 5.8. 
 The
Trustee shall promptly notify the Issuer in writing of the Notes selected for redemption and, in the case of any Notes selected for partial redemption, the principal amount thereof to be redeemed. 

  
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 For all purposes of this Indenture, unless the context otherwise requires, all provisions
relating to redemption of Notes shall relate, in the case of any Note redeemed or to be redeemed only in part, to the portion of the principal amount of such Note which has been or is to be redeemed. 

SECTION 5.5 Notice of Redemption. The Issuer shall mail or cause to be mailed by first class mail, a notice of redemption to each
Holder whose Notes are to be redeemed at its registered address not less than 30 nor more than 60 days prior to a date fixed for redemption (a “Redemption Date”), to each Holder of Notes to be redeemed. The Trustee may give notice
of redemption in the Issuer’s name and at the Issuer’s expense; provided, however, that redemption notices may be mailed more than 60 days prior to a Redemption Date if the notice is issued in connection with Article
VIII. 
 All notices of redemption shall state: 
 (a) the Redemption Date, 
 (b) the redemption price and the amount of accrued
interest, if any, to, but excluding, the Redemption Date payable as provided in Section 5.7, if any, 
 (c) if less
than all outstanding Notes are to be redeemed, the identification of the particular Notes (or portion thereof) to be redeemed, as well as the aggregate principal amount of Notes to be redeemed and the aggregate principal amount of Notes to be
outstanding after such partial redemption, 
 (d) in case any Note is to be redeemed in part only, the notice which relates
to such Note shall state that on and after the Redemption Date, upon surrender of such Note, the Holder shall receive, without charge, a new Note or Notes of authorized denominations for the principal amount thereof remaining unredeemed, 

(e) that on the Redemption Date the redemption price (and accrued interest, if any, to, but excluding, the Redemption Date payable
as provided in Section 5.7) shall become due and payable upon each such Note, or the portion thereof, to be redeemed, and, unless the Issuer defaults in making the redemption payment, that interest on Notes called for redemption (or the
portion thereof) shall cease to accrue on and after said date, 
 (f) the place or places where such Notes are to be
surrendered for payment of the redemption price and accrued interest, if any, 
 (g) the name and address of the Paying
Agent, 
 (h) that Notes called for redemption must be surrendered to the Paying Agent to collect the redemption price,

 (i) the CUSIP number, and that no representation is made as to the accuracy or correctness of the CUSIP number, if any,
listed in such notice or printed on the Notes, 
 (j) the Section of this Indenture pursuant to which the Notes are to be
redeemed; and 
 (k) any conditions to the redemption of Notes. 

  
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 At the Issuer’s request, the Trustee will give the notice of redemption in the
Issuer’s name and at its expense; provided, however, that the Issuer shall have delivered to the Trustee an Officer’s Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such
notice as provided in the preceding paragraph. Such Officer’s Certificate shall state that all conditions precedent to the delivery of such notice have been complied with. 

SECTION 5.6 Deposit of Redemption Price. Prior to 10:00 a.m. New York City time, on any Redemption Date, the Issuer shall deposit
with the Trustee or with a Paying Agent (or, if the Issuer is acting as its own Paying Agent, segregate and hold in trust as provided in Section 2.4) an amount of money sufficient to pay the redemption price of, and accrued interest on, all
the Notes which are to be redeemed on that date. 
 SECTION 5.7 Notes Payable on Redemption Date. Notice of redemption
having been given as aforesaid, the Notes so to be redeemed shall, on the Redemption Date, become due and payable at the redemption price therein specified (together with accrued interest, if any, to, but excluding, the Redemption Date), and from
and after such date (unless the Issuer shall default in the payment of the redemption price and accrued interest, if any, to, but excluding, the Redemption Date) such Notes shall cease to bear interest. Upon surrender of any such Note for redemption
in accordance with said notice, such Note shall be paid by the Issuer at the redemption price, together with accrued interest, if any, to, but excluding, the Redemption Date (subject to the rights of Holders of record on the relevant Record Date to
receive interest due on the relevant Interest Payment Date). 
 If any Note called for redemption shall not be so paid upon
surrender thereof for redemption, the principal (and premium, if any) shall, until paid, bear interest from the Redemption Date at the rate borne by the Notes. 
 If a Redemption Date is on or after a Record Date and on or before the related Interest Payment Date, the accrued and unpaid interest, if any, shall be paid to the Person in whose name the Note is
registered at the close of business on such Record Date, and no additional interest shall be payable to Holders whose Notes shall be subject to redemption by the Issuer. 
 SECTION 5.8 Notes Redeemed in Part. Any Note which is to be redeemed only in part (pursuant to the provisions of this Article) shall be surrendered at the office or agency of the Issuer maintained
for such purpose pursuant to Section 2.3 (with, if the Issuer so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Issuer duly executed by, the Holder thereof or such Holder’s attorney duly
authorized in writing), and the Issuer shall execute, and the Trustee shall authenticate and make available for delivery to the Holder of such Note at the expense of the Issuer, a new Note or Notes, of any authorized denomination as requested by
such Holder, in an aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Note so surrendered, provided that each such new Note shall be in a minimum principal amount of $2,000 and integral
multiples of $1,000 in excess thereof (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof). 
 SECTION 5.9 Offer to Repurchase. In the event that, pursuant to Section 3.7, the Issuer is required to commence an offer to all Holders to purchase the Notes (an “Offer to
Repurchase”), it shall follow the procedures specified below. 
 (a) The Offer to Repurchase shall remain open for a
period of at least 20 Business Days following its commencement and not more than 30 Business Days, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after
the termination of the Offer Period (the “Purchase Date”), the Issuer shall apply all Excess Proceeds, as applicable (the “Offer Amount”) to the purchase of Notes and such Pari Passu Indebtedness, if any, (in each
instance, on a pro rata basis, if applicable) or, if less than the Offer Amount has been tendered, all Notes and other Indebtedness tendered in response to the Offer to Repurchase. Payment for any Notes so purchased shall be made pursuant to
Section 3.1. 

  
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 (b) [Reserved]. 
 (c) Upon the commencement of an Offer to Repurchase, the Issuer shall send, by first class mail, a notice to the Trustee and each of the Holders. The notice shall contain all instructions and materials
necessary to enable such Holders to tender Notes pursuant to the Offer to Repurchase. The notice, which shall govern the terms of the Offer to Repurchase, shall state: 

(i) that the Offer to Repurchase is being made pursuant to this Section 5.9 and Section 3.7, and
the length of time the Offer to Repurchase shall remain open; 
 (ii) the Offer Amount, the purchase price
and the Purchase Date; 
 (iii) that any Note not tendered or accepted for payment shall continue to accrue
interest; 
 (iv) that, unless the Issuer defaults in making such payment, any Note accepted for payment
pursuant to the Offer to Repurchase shall cease to accrue interest after the Purchase Date; 
 (v) that
Holders electing to have a Note purchased pursuant to an Offer to Repurchase may elect to have Notes purchased in a minimum amount of $2,000 or an integral multiple of $1,000 in excess thereof only (or if a PIK Payment has been made, in minimum
denominations of $1.00 and any integral multiple of $1.00 in excess thereof); 
 (vi) that Holders electing
to have Notes purchased pursuant to any Offer to Repurchase shall be required to surrender the Note, with the form entitled “Option of Holder to Elect Purchase” attached to the Notes completed, or transfer by book-entry transfer, to the
Issuer, a Depositary, if appointed by the Issuer, or a Paying Agent at the address specified in the notice at least three days before the Purchase Date; 
 (vii) that Holders shall be entitled to withdraw their election if the Issuer, the Depositary or the Paying Agent, as the case may be, receives, not later than on the expiration of the Offer Period,
a telegram, telex, facsimile transmission or letter setting forth the name of the Holder, the principal amount of the Notes the Holder delivered for purchase and a statement that such Holder is withdrawing his election to have such Notes purchased;

 (viii) that, if the aggregate principal amount of Notes and, if applicable, other Pari Passu
Indebtedness, if any, surrendered by Holders thereof exceeds the Offer Amount, the Trustee shall select the Notes and, if applicable, the Issuer shall select such other Pari Passu Indebtedness to be purchased or prepaid, on a pro rata basis based on
the principal amount of Notes and other Pari Passu Indebtedness, if any, surrendered (with such adjustments as may be deemed appropriate by the Issuer so that only Notes in minimum denominations of $2,000, or integral multiples of $1,000 in excess
thereof, shall be purchased) (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof); and 

  
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 (ix) that Holders whose Notes were purchased only in part shall be issued
new Notes equal in principal amount to the unpurchased portion of the Notes surrendered (or transferred by book-entry transfer). 
 (d) On or before the Purchase Date, the Issuer shall, to the extent lawful, accept for payment, on a pro rata basis to the extent necessary, the Offer Amount of Notes or portions thereof tendered pursuant
to the Offer to Repurchase, or if less than the Offer Amount has been tendered, all Notes tendered, and shall deliver or cause to be delivered to the Trustee the Notes properly accepted together with an Officer’s Certificate stating that such
Notes or portions thereof were accepted for payment by the Issuer in accordance with the terms of this Section 5.9. The Issuer or the Paying Agent, as the case may be, shall promptly (but in any case not later than five days after the
Purchase Date) mail or deliver to each tendering Holder an amount equal to the purchase price of the Notes tendered by such Holder and accepted by the Issuer for purchase, and the Issuer shall promptly issue a new Note, and the Trustee, upon written
request from the Issuer, shall authenticate and mail or deliver (or cause to be transferred by book entry) such new Note to such Holder, in a principal amount equal to any unpurchased portion of the Note surrendered. Any Note not so accepted shall
be promptly mailed or delivered by the Issuer to the Holder thereof. The Issuer shall publicly announce the results of the Offer to Repurchase on the Purchase Date. 
 ARTICLE VI 
 Defaults and Remedies 

SECTION 6.1 Events of Default. Each of the following is an “Event of Default”: 

(i) a default in any payment of interest on any Note when due continued for 30 days, 

(ii) a default in the payment of principal or premium, if any, of any Note when due at its Stated Maturity, upon
optional redemption, upon required purchase, upon acceleration or otherwise, 
 (iii) the failure by the
Issuer or any of its Restricted Subsidiaries to comply for 60 days after written notice with any of its other agreements (other than a default referred to in clauses (i) or (ii) above) contained in the Notes or this Indenture, 

(iv) the failure by the Issuer or any Significant Subsidiary to pay any Indebtedness (other than Indebtedness owing
to the Issuer or a Restricted Subsidiary of the Issuer) within any applicable grace period after final maturity or the acceleration of any such Indebtedness by the holders thereof because of a default, in each case, if the total amount of such
Indebtedness unpaid or accelerated exceeds $50.0 million or its foreign currency equivalent, 
 (v) the
Issuer or any Significant Subsidiary pursuant to or within the meaning of any Bankruptcy Law: 

(1) commences a voluntary case; 

(2) consents to the entry of an order for relief against it in any voluntary case; 

(3) consents to the appointment of a Custodian of it or for any substantial part of its property; or 

  
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 (4) makes a general assignment for the benefit of its creditors; 

or takes any comparable action under any foreign laws relating to insolvency; 

(vi) a court of competent jurisdiction enters an order or decree under any Bankruptcy Law that: 

(1) is for relief against the Issuer or any Significant Subsidiary in an involuntary case; 

(2) appoints a Custodian of the Issuer or any Significant Subsidiary or for any substantial part of its property; or

 (3) orders the winding up or liquidation of the Issuer or any Significant Subsidiary; 

or any similar relief is granted under any foreign laws and the order or decree remains unstayed and in effect for 60 days; 

(vii) failure by the Issuer or any Significant Subsidiary to pay final and non-appealable judgments aggregating in excess
of $50.0 million or its foreign currency equivalent (net of any amounts that are covered by enforceable insurance policies issued by solvent insurance companies), which judgments are not discharged, waived or stayed for a period of 60 days and, in
the event such judgment is covered by insurance, an enforcement proceeding has been commenced by any creditor upon such judgment or decree that is not promptly stayed (the “judgment default provision”), or 

(viii) the Guarantee, if any, of a Significant Subsidiary ceases to be in full force and effect (except as
contemplated by the terms thereof), or any Subsidiary Guarantor that is a Significant Subsidiary denies that it has any further liability under its Guarantee or gives notice to such effect, other than by reason of the termination of this Indenture
or the release of any such Guarantee in accordance with this Indenture and such Default continues for 10 days. 
 The foregoing
shall constitute Events of Default whatever the reason for any such Event of Default and whether it is voluntary or involuntary or is effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or
regulation of any administrative or governmental body. 
 However, a default under clause (iii) of this
Section 6.1 will not constitute an Event of Default until the Trustee or the Holders of at least 25% in principal amount of outstanding Notes notify the Issuer of the default and the Issuer does not cure such default within the time
specified in clause (iii) of this Section 6.1 after receipt of such notice 
 SECTION 6.2 Acceleration.
If an Event of Default (other than an Event of Default specified in Sections 6.1(v) or (vi) above with respect to the Issuer) occurs and is continuing, the Trustee or the Holders of at least 25% in principal amount of outstanding Notes
by written notice to the Issuer may declare the principal of, premium, if any, and accrued but unpaid interest on all the Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an
Event of Default arising from Sections 6.1(v) or (vi) of the Issuer occurs, the principal of, premium, if any, and interest on all the Notes will become immediately due and payable without any declaration or other act on the part of
the Trustee or any Holders. 

  
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 SECTION 6.3 Other Remedies. If an Event of Default occurs and is continuing, the
Trustee may pursue any available remedy to collect the payment of principal of or interest on the Notes or to enforce the performance of any provision of the Notes, this Indenture (including sums owed to the Trustee and its agents and counsel) and
the Guarantees. 
 The Trustee may maintain a proceeding even if it does not possess any of the Notes or does not produce any of
them in the proceeding. A delay or omission by the Trustee or any Holder in exercising any right or remedy accruing upon an Event of Default shall not impair the right or remedy or constitute a waiver of or acquiescence in the Event of Default. No
remedy is exclusive of any other remedy. All available remedies are cumulative. 
 SECTION 6.4 Waiver of Past Defaults.
The Holders of a majority in aggregate principal amount of the then outstanding Notes by notice to the Trustee may, on behalf of the Holders of all of the Notes, waive, rescind or cancel any declaration of an existing or past Default or Event of
Default and its consequences under this Indenture if such waiver, rescission or cancellation would not conflict with any judgment or decree, except a continuing Default or Event of Default in the payment of interest on, or the principal of, the
Notes (other than such nonpayment of principal or interest that has become due as a result of such acceleration). Upon any such waiver, such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured
for every purpose of this Indenture; but no such waiver shall extend to any subsequent or other Default or impair any right consequent thereon. 
 In the event of any Event of Default arising from Section 6.1(iv), such Event of Default and all consequences thereof (excluding, however, any resulting payment default) will be annulled,
waived and rescinded, automatically and without any action by the Trustee or the Holders of the Notes, if prior to the earlier of (i) a declaration of acceleration pursuant to the preceding paragraph and (ii) 20 days after such Event of
Default arose, the Issuer delivers an Officer’s Certificate to the Trustee stating that (x) the Indebtedness or Guarantee that is the basis for such Event of Default has been discharged or (y) the Holders thereof have rescinded or waived
the acceleration, notice or action (as the case may be) giving rise to such Event of Default or (z) the default that is the basis for such Event of Default has been cured. 

SECTION 6.5 Control by Majority. The Holders of a majority in principal amount of the then outstanding Notes may direct the time,
method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or
that the Trustee determines is unduly prejudicial to the rights of any other Noteholders or that would involve the Trustee in personal liability unless such Holders have offered to the Trustee security and indemnity satisfactory to it against any
loss, liability or expense. Prior to taking any action under this Indenture, the Trustee will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

 SECTION 6.6 Limitation on Suits. In case an Event of Default occurs and is continuing, the Trustee will be under no
obligation to exercise any of the rights or powers under this Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or
expense. Except to enforce the right to receive 

  
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 payment of principal, premium, if any, or interest, when due, no Holder may pursue any remedy with respect
to this Indenture or the Notes unless: 
 (i) such Holder has previously given the Trustee written notice
that an Event of Default is continuing; 
 (ii) Holders of at least 25.0% of the aggregate principal amount
of the outstanding Notes have requested in writing the Trustee to pursue the remedy; 
 (iii) such Holders
have offered the Trustee security or indemnity reasonably satisfactory to it in any loss, liability or expense; 

(iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of
security or indemnity; and 
 (v) the Holders of a majority in principal amount of the outstanding Notes
have not given the Trustee a direction inconsistent with such request within such 60-day period. 
 SECTION 6.7 Rights of
Holders to Receive Payment. Notwithstanding any other provision of this Indenture, the right of any Holder to receive payment of principal of, premium (if any) or interest on the Notes held by such Holder, on or after the respective due dates
expressed in the Notes, or to bring suit for the enforcement of any such payment on or after such respective dates, shall not be impaired or affected without the consent of such Holder. 

SECTION 6.8 Collection Suit by Trustee. If an Event of Default specified in Section 6.1(i) or (ii) occurs and is
continuing, the Trustee may recover judgment in its own name and as trustee of an express trust against the Issuer for the whole amount then due and owing (together with interest on any unpaid interest to the extent lawful) and the amounts provided
for in Section 7.6. 
 SECTION 6.9 Trustee May File Proofs of Claim. The Trustee may file such proofs of
claim and other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel) and
the Holders allowed in any judicial proceedings relative to the Issuer, its Subsidiaries or their respective creditors or properties and, unless prohibited by law or applicable regulations, may vote on behalf of the Holders (pursuant to the written
direction of Holders of a majority in principal amount of the then outstanding Notes) in any election of a trustee in bankruptcy or other Person performing similar functions, and any Custodian in any such judicial proceeding is hereby authorized by
each Holder to make payments to the Trustee and, in the event that the Trustee shall consent to the making of such payments directly to the Holders, to pay to the Trustee any amount due it for the reasonable compensation, expenses, disbursements and
advances of the Trustee, its agents and its counsel, and any other amounts due the Trustee under Section 7.6. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any
Holder any plan or reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder in such proceeding. 

SECTION 6.10 Priorities. The Trustee shall pay out any money or property received by it in the following order: 

 First: to the Trustee for amounts due under Section 7.6; 

  
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 Second: to Holders for amounts due and unpaid on the Notes for
principal, premium, if any, and interest, ratably, without preference or priority of any kind, according to the amounts due and payable on the Notes for principal, premium, if any, and interest, respectively; and  

Third: to the Issuer or, to the extent the Trustee receives any amount for any Subsidiary Guarantor, to such
Subsidiary Guarantor. 
 The Trustee may fix a record date and payment date for any payment to Holders pursuant to this Section.
At least 15 days before such record date, the Issuer shall mail to each Holder and the Trustee a notice that states the record date, the payment date and amount to be paid. 
 SECTION 6.11 Undertaking for Costs. In any suit for the enforcement of any right or remedy under this Indenture or in any suit against the Trustee for any action taken or omitted by it as Trustee,
a court in its discretion may require the filing by any party litigant in the suit of an undertaking to pay the costs of the suit, and the court in its discretion may assess reasonable costs, including reasonable attorneys’ fees and expenses,
against any party litigant in the suit, having due regard to the merits and good faith of the claims or defenses made by the party litigant. This Section does not apply to a suit by the Trustee, a suit by a Holder pursuant to Section 6.7
or a suit by Holders of more than 10% in outstanding principal amount of the Notes. 
 ARTICLE VII 

Trustee 

SECTION 7.1 Duties of Trustee. 
 (a) If an Event of Default has occurred and is continuing, the Trustee shall exercise the rights and powers vested in it by this Indenture and use the same degree of care and skill in its exercise as a
prudent Person would exercise or use under the circumstances in the conduct of such Person’s own affairs; provided that if an Event of Default occurs and is continuing, the Trustee shall not be under any obligation to exercise any of the
rights or powers under this Indenture, the Notes and the Guarantees, if any, at the request or direction of any of the Holders unless such Holders have offered the Trustee indemnity, security or prefunding satisfactory to the Trustee in its sole
discretion against any loss, liability or expense it may incur. 
 (b) Except during the continuance of an Event of Default of
which a Trust Officer has actual knowledge, the Trustee: 
 (i) undertakes to perform such duties and only
such duties as are specifically set forth in this Indenture and no implied covenants or obligations shall be read into this Indenture against the Trustee; and 
 (ii) in the absence of gross negligence or bad faith on its part, may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or
opinions furnished to the Trustee under this Indenture, the Notes and the Guarantees, if any, as applicable. However, in the case of any such certificates or opinions which by any provisions hereof are specifically required to be furnished to the
Trustee, the Trustee shall examine such certificates and opinions to determine whether or not they conform to the requirements of this Indenture, the Notes and the Guarantees, if any, as the case may be (but need not confirm or investigate the
accuracy of mathematical calculations or other facts stated therein). 

  
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 (c) The Trustee shall not be relieved from liability for its own negligent action, its own
negligent failure to act or its own willful misconduct, except that: 
 (i) this Section 7.1(c)
does not limit the effect of Section 7.1(b); 
 (ii) the Trustee shall not be liable for any
error of judgment made in good faith by a Trust Officer or Trust Officers unless it is proved that the Trustee was negligent in ascertaining the pertinent facts; and 

(iii) the Trustee shall not be liable with respect to any action it takes or omits to take in good faith in
accordance with a direction received by it pursuant to Section 6.5. 
 (d) The Trustee shall not be liable for
interest on any money received by it except as the Trustee may agree in writing with the Issuer. 
 (e) Money held in trust by
the Trustee need not be segregated from other funds except to the extent required by law. 
 (f) No provision of this Indenture,
the Notes or the Guarantees, if any, shall require the Trustee to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder or thereunder or in the exercise of any of its rights or
powers, if it shall have reasonable grounds to believe that repayment of such funds or indemnity satisfactory to it against such risk or liability is not reasonably assured to it. 

(g) Every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee shall
be subject to the provisions of this Section. 
 (h) The Trustee shall be under no obligation to exercise any of the rights or
powers vested in it by this Indenture at the request or direction of any of the Holders unless such Holders shall have offered to the Trustee, security, prefunding or indemnity satisfactory to it against the costs, expenses (including reasonable
attorneys’ fees and expenses) and liabilities that might be incurred by it in compliance with such request or direction. 

SECTION 7.2 Rights of Trustee. 
 (a) The Trustee may conclusively rely and shall be protected in acting upon any resolution, certificate, statement, instrument, opinion, notice, request, direction, consent, order, bond or any other paper
or document believed by it to be genuine and to have been signed or presented by the proper Person or Persons. The Trustee need not investigate any fact or matter stated in the document. 

(b) Before the Trustee acts or refrains from acting, it may require an Officer’s Certificate, an Opinion of Counsel, or both. The
Trustee shall not be liable for any action it takes or omits to take in good faith in reliance on an Officer’s Certificate or Opinion of Counsel. 
 (c) The Trustee may act through its attorneys, custodians, nominees and agents and shall not be responsible for the misconduct or negligence of or for the supervision of any agent, custodians, nominees or
attorney appointed with due care. 

  
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 (d) The Trustee shall not be liable for any action it takes or omits to take in good faith
which it believes to be authorized or within its rights or powers; provided, however, that the Trustee’s conduct does not constitute willful misconduct or negligence. 

(e) The Trustee may consult with counsel of its selection, and the advice or opinion of counsel with respect to legal matters relating to
this Indenture, the Notes and the Guarantees, if any, shall be full and complete authorization and protection from liability in respect to any action taken, omitted or suffered by it hereunder or under the Notes and the Guarantees, if any, in good
faith and in accordance with the advice or opinion of such counsel. 
 (f) The Trustee shall not be bound to make any
investigation into any statement, warranty or representation, or the facts or matters stated in any resolution, certificate, statement, instrument, opinion, notice, request, direction, consent, order, bond or other paper or document made or in
connection with this Indenture; moreover, the Trustee shall not be bound to make any investigation into (i) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein, (ii) the
occurrence of any default, or the validity, enforceability, effectiveness or genuineness of this Indenture or any other agreement, instrument or document, or (iii) the facts or matters stated in any resolution, certificate, statement,
instrument, opinion, report, notice, request, direction, consent, order, bond, debenture, note other evidence of indebtedness or other paper or document, but the Trustee, in its discretion, may make such further inquiry or investigation into such
facts or matters as it may see fit, and, if the Trustee shall determine to make such further inquiry or investigation, it shall be entitled to examine the books, records and premises of the Issuer, personally or by agent or attorney and shall incur
no liability or additional liability of any kind by reason of such inquiry or investigation. 
 (g) The Trustee shall not be
deemed to have knowledge of any Default or Event of Default except any Default or Event of Default of which a Trust Officer shall have (x) received written notification at the Corporate Trust Office of the Trustee and such notice references the
Notes and this Indenture or (y) obtained “actual knowledge.” “Actual knowledge” shall mean the actual fact or statement of knowing by a Trust Officer without independent investigation with respect thereto. 

(h) In no event shall the Trustee be responsible or liable for special, indirect, or consequential loss or damage of any kind whatsoever
(including, but not limited to, loss of profit) irrespective of whether the Trustee has been advised of the likelihood of such loss or damage and regardless of the form of action. 

(i) The rights, privileges, protections, immunities and benefits given to the Trustee, including, without limitation, its right to be
indemnified, are extended to, and shall be enforceable by, the Trustee in each of its capacities hereunder, and each agent, custodian and other Person employed to act hereunder. 

(j) The Trustee may request that the Issuer deliver a certificate setting forth the names of individuals and/or titles of officers
authorized at such time to take specified actions pursuant to this Indenture. 
 (k) The Trustee shall not have any duty
(A) to see to any recording, filing, or depositing of this Indenture or any agreement referred to herein, or to see to the maintenance of any such recording or filing or depositing or to any rerecording, re-filing or redepositing of any thereof
or (B) to see to any insurance. 

  
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 (l) The right of the Trustee to perform any discretionary act enumerated in this Indenture
shall not be construed as a duty. 
 SECTION 7.3 Individual Rights of Trustee. Subject to § 310 of the TIA, each of
the Trustee in its individual or any other capacity may become the owner or pledgee of Notes and may otherwise deal with the Issuer, the Subsidiary Guarantors, if any, or their Affiliates with the same rights it would have if it were not Trustee.
Any Paying Agent, Registrar, co-registrar or co-paying agent may do the same with like rights. However, the Trustee must comply with Section 7.9. In addition, the Trustee shall be permitted to engage in transactions with the Issuer;
provided, however, that if the Trustee acquires any conflicting interest the Trustee must (i) eliminate such conflict within 90 days of acquiring such conflicting interest, (ii) apply to the SEC for permission to continue
acting as Trustee or (iii) resign. 
 SECTION 7.4 Disclaimer. The Trustee shall not be responsible for and makes no
representation as to the validity or adequacy of this Indenture, the Notes or the Guarantees, it shall not be accountable for the Issuer’s use of the Notes or the proceeds from the Notes, and it shall not be responsible for any statement of the
Issuer in this Indenture or in any document issued in connection with the sale of the Notes or in the Notes other than the Trustee’s certificate of authentication or for the use or application of any funds received by any Paying Agent other
than the Trustee. 
 SECTION 7.5 Notice of Defaults. If a Default occurs and is continuing and is actually known to the
Trustee, the Trustee shall mail to each Holder notice of the Default within 90 days after it is known to the Trustee. Except in the case of a Default in the payment of principal of, premium (if any) or interests on any Note, the Trustee may withhold
notice if and so long as a committee of its Trust Officers in good faith determines that withholding notice is in the interests of the Holders. 
 SECTION 7.6 Compensation and Indemnity. The Issuer shall pay to the Trustee from time to time such compensation for their services as the parties shall agree in writing from time to time. The
Trustee’s compensation shall not be limited by any law on compensation of a trustee of an express trust. The Issuer shall reimburse the Trustee upon request for all reasonable out-of-pocket expenses incurred or made by it, including, but not
limited to, costs of collection, costs of preparing and reviewing reports, certificates and other documents, costs of preparation and mailing of notices to Holders and reasonable costs of counsel, in addition to the compensation for its services.
Such expenses shall include the reasonable compensation and expenses, disbursements and advances of the Trustee’s agents, counsel, accountants and experts. The Issuer shall indemnify the Trustee or any predecessor Trustee in each of its
capacities hereunder (including Paying Agent, and Registrar), and each of their officers, directors, employees, counsel and agents, against any and all loss, liability or expense (including, but not limited to, reasonable attorneys’ fees and
expenses) incurred by it in connection with the administration of this trust and the performance of their duties hereunder and under the Notes and the Guarantees, if any, including the costs and expenses of enforcing this Indenture (including this
Section 7.6), the Notes and the Guarantees, if any, and of defending itself against any claims (whether asserted by any Holder, the Issuer or otherwise). The Trustee shall notify the Issuer promptly of any claim for which it may seek
indemnity. Failure by the Trustee to so notify the Issuer shall not relieve the Issuer of its obligations hereunder. The Issuer shall defend the claim and the Trustee may have separate counsel and the Issuer shall pay the reasonable fees and
expenses of such counsel. The Issuer need not reimburse any expense or indemnify against any loss, liability or expense incurred by the Trustee as a result of its own willful misconduct, negligence or bad faith. 

To secure the Issuer’s payment obligations in this Section, the Trustee shall have a lien prior to the Notes on all money or
property held or collected by the Trustee other than money or property held in trust to pay principal of and interest on particular Notes. The right of the Trustee to receive payment of any amounts due under this Section 7.6 shall not be
subordinate to any other liability or indebtedness of the Issuer. 

  
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 The Issuer’s payment obligations pursuant to this Section and any lien arising
hereunder shall survive the satisfaction and discharge of this Indenture and the resignation or removal of the Trustee. When the Trustee incurs expenses after the occurrence of a Default specified in Section 6.1(v) or (vi) with
respect to the Issuer, the expenses are intended to constitute expenses of administration under any Bankruptcy Law. 
 SECTION
7.7 Replacement of Trustee. The Trustee may resign at any time by so notifying the Issuer. The Holders of a majority in principal amount of the Notes may remove the Trustee by so notifying the Issuer and the Trustee in writing and may appoint
a successor Trustee. The Issuer shall remove the Trustee if: 
 (i) the Trustee fails to comply with
Section 7.9; 
 (ii) the Trustee is adjudged bankrupt or insolvent; 

(iii) a receiver or other public officer takes charge of the Trustee or its property; or 

(iv) the Trustee otherwise becomes incapable of acting. 
 If the Trustee resigns or is removed by the Issuer or by the Holders of a majority in principal amount of the Notes and such Holders do not reasonably promptly appoint a successor Trustee, or if a vacancy
exists in the office of Trustee for any reason (the Trustee in such event being referred to herein as the retiring Trustee), the Issuer shall promptly appoint a successor Trustee. 

A successor Trustee shall deliver a written acceptance of its appointment to the retiring Trustee and to the Issuer. Thereupon the
resignation or removal of the retiring Trustee shall become effective, and the successor Trustee shall have all the rights, powers and duties of the Trustee under this Indenture. The successor Trustee shall mail a notice of its succession to
Holders. The retiring Trustee shall promptly transfer all property held by it as Trustee to the successor Trustee, subject to the lien provided for in Section 7.6. All costs reasonably incurred in connection with any resignation or
removal hereunder shall be borne by the Issuer. 
 If a successor Trustee does not take office within 60 days after the retiring
Trustee resigns or is removed, the retiring Trustee or the Holders of at least 10.0% in principal amount of the Notes may petition, at the Issuer’s expense, any court of competent jurisdiction for the appointment of a successor Trustee.

 If the Trustee fails to comply with Section 7.9, unless the Trustee’s duty to resign is stayed, any Holder
may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee. 

Notwithstanding the replacement of the Trustee pursuant to this Section 7.7, the Issuer’s obligations under
Section 7.6 shall continue for the benefit of the retiring Trustee. 
 SECTION 7.8 Successor Trustee by
Merger. If the Trustee, consolidates with, merges or converts into, or transfers all or substantially all its corporate trust business or assets to, another corporation or banking association, the resulting, surviving or transferee corporation
without any further act shall be the successor Trustee. 

  
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 In case at the time such successor or successors by merger, conversion or consolidation to
the Trustee shall succeed to the trusts created by this Indenture, any of the Notes shall have been authenticated but not delivered, any such successor to the Trustee may adopt the certificate of authentication of any predecessor trustee, and
deliver such Notes so authenticated; and in case at that time any of the Notes shall not have been authenticated, any successor to the Trustee may authenticate such Notes either in the name of any predecessor hereunder or in the name of the
successor to the Trustee; and in all such cases such certificates shall have the full force which it is anywhere in the Notes or in this Indenture provided that the certificate of the Trustee shall have. 

SECTION 7.9 Eligibility; Disqualification. The Trustee shall have a combined capital and surplus of at least $50 million as set
forth in its most recent filed annual report of condition. 
 This Indenture shall always have a Trustee who satisfies the
requirements of TIA § 310(a)(1), (2) and (5). The Trustee is subject to TIA §310(b). 
 SECTION 7.10
Limitation on Duty of Trustee. The Trustee shall not have any duty to ascertain or inquire as to the performance or observance of any of the terms of this Indenture, the Notes and any Guarantees by the Issuer, the Restricted Subsidiaries or
any other Person. 
 SECTION 7.11 Preferential Collection of Claims Against the Issuer. The Trustee is subject to TIA
§ 311(a), excluding any creditor relationship listed in TIA § 311(b). A Trustee who has resigned or been removed shall be subject to TIA § 311(a) to the extent indicated therein. 

SECTION 7.12 Reports by Trustee to Holders of the Notes. Within 60 days after each May 1, beginning with May 1, 2014, the
Trustee shall mail to the Holders of the Notes a brief report dated as of such reporting date that complies with TIA §313(a) (but if no event described in TIA § 313(a) has occurred within the twelve months preceding the reporting date, no
report need be transmitted). The Trustee also shall comply with TIA § 313(b). The Trustee shall also transmit by mail all reports as required by TIA § 313(c). 
 A copy of each report at the time of its mailing to the Holders of Notes shall be mailed to the Issuer and filed with the SEC and each stock exchange on which any Notes are listed in accordance with TIA
§ 313(d). The Issuer shall promptly notify the Trustee in writing when any Notes are listed on any stock exchange and of any delisting thereof. 
 ARTICLE VIII 
 Discharge of Indenture; Defeasance 

SECTION 8.1 Discharge of Liability on Securities; Defeasance. This Indenture shall be discharged and shall cease to be of further
effect (except as to surviving rights of registration or transfer or exchange of Notes, as expressly provided for in this Indenture) as to all outstanding Notes: 
 (a) when (i) all the Notes theretofore authenticated and delivered ( other than Notes pursuant to Section 2.7 which have been replaced or paid and Notes for whose payment money has theretofore
been deposited in trust or segregated and held in trust by the Issuer and thereafter repaid to the Issuer or discharged from such trust) have been delivered to the Trustee for cancellation or (ii) all of the


  
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Notes (a) have become due and payable, (b) will become due and payable at their Stated Maturity within one year or (c) if redeemable at the option of the Issuer, are to be called for
redemption within one year, and the Issuer or any Subsidiary Guarantor, if any, has irrevocably deposited or caused to be deposited with the Trustee funds in cash in U.S. Dollars, U.S. Government Obligations or a combination thereof in an amount
sufficient to pay and discharge the entire Indebtedness on the Notes not theretofore delivered to the Trustee for cancellation, for principal of, premium, if any, and interest on the Notes to the date of deposit together with irrevocable
instructions from the Issuer directing the Trustee to apply such funds to the payment thereof at maturity or redemption, as the case may be; 
 (b) the Issuer and/or the Subsidiary Guarantors, if any, have paid all other sums payable under this Indenture; and 
 (c) the Issuer has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel stating that all conditions precedent under this Indenture relating to the satisfaction and
discharge of this Indenture have been complied with (other than Section 8.1(a)(ii)(c) to the extent that compliance will occur solely upon passage of time). 
 Subject to Sections 8.1(c) and 8.2, the Issuer at any time may terminate (i) all of its obligations under the Notes and this Indenture (with respect to such Notes) and have each Subsidiary
Guarantor’s obligation discharged with respect to its Guarantee, if any, and cure any then-existing Events of Default (“legal defeasance option”) or (ii) its obligations under Sections 3.2, 3.3, 3.4, 3.5, 3.6, 3.7, 3.8, 3.9,
3.10 and 3.11 and the operation of Section 4.1 (other than Sections 4.1(i), (ii) and (vi)) and Sections 6.1(iii) (with respect to any Default under Sections 3.2, 3.3, 3.4, 3.5,
3.6, 3.7, 3.8, 3.9 and 3.10), 6.1(iv), 6.1(v) (with respect to Significant Subsidiaries of the Issuer only), 6.1(vi) (with respect to Significant Subsidiaries of the Issuer only) and
6.1(vii) (“ covenant defeasance option”). The Issuer may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Issuer terminates all of its
obligations under the Notes and this Indenture (with respect to such Notes) by exercising its legal defeasance option or its covenant defeasance option, the obligations of each Subsidiary Guarantor, if any, under its Guarantee , if any, of such
Notes shall be terminated simultaneously with the termination of such obligations. 
 If the Issuer exercises its legal
defeasance option, payment of the Notes so defeased may not be accelerated because of an Event of Default. If the Issuer exercises its covenant defeasance option, payment of the Notes so defeased may not be accelerated because of an Event of Default
specified in Section 6.1(iii) (with respect to any Default by the Issuer or any of its Restricted Subsidiaries with any of its obligations under Article III other than Sections 3.1, 3.11, 3.15), 6.1(iv),
6.1(v) (with respect to Significant Subsidiaries of the Issuer only), 6.1(vi) (with respect to Significant Subsidiaries of the Issuer only), 6.1(vii) (with respect to Significant Subsidiaries of the Issuer only) and
6.1(viii). 
 Upon satisfaction of the conditions set forth herein and upon request of the Issuer, the Trustee shall
acknowledge in writing the discharge of those obligations that the Issuer terminates. 
 Notwithstanding clauses (a) and
(b) above, the Issuer’s obligations in Sections 2.3, 2.4, 2.5, 2.6, 2.7, 2.8, 7.6, 7.7 and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the
Issuer’s obligations in Sections 7.6, 8.5 and 8.6 shall survive such satisfaction and discharge. 

  
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 SECTION 8.2 Conditions to Defeasance. 

(a) The Issuer may exercise its legal defeasance option or its covenant defeasance option only if: 

(i) the Issuer irrevocably deposits in trust with the Trustee cash in U.S. Dollars, U.S. Government Obligations or a
combination thereof in an amount sufficient or U.S. Government Obligations, the principal of and the interest on which will be sufficient, or a combination thereof sufficient, to pay the principal of, and premium (if any) and interest on the
applicable Notes when due at maturity or redemption, as the case may be; 
 (ii) the Issuer delivers to the
Trustee a certificate from a nationally recognized firm of independent accountants expressing their opinion that the payments of principal and interest when due and without reinvestment on the deposited U.S. Government Obligations plus any deposited
money without investment will provide cash at such times and in such amounts as will be sufficient to pay principal, premium, if any, and interest when due on all the Notes to maturity or redemption, as the case may be; 

(iii) 91 days pass after the deposit is made and during the 91-day period no Default specified in Section
6.1(v) or (vi) with respect to the Issuer occurs which is continuing at the end of the period; 

(iv) the deposit does not constitute a default under any other agreement binding on the Issuer; 

(v) the Issuer delivers to the Trustee an Opinion of Counsel to the effect that the trust resulting from the deposit
does not constitute, or is qualified as, a regulated investment advisor under the Investment Advisors Act of 1940; 
 (vi) in the case of the legal defeasance option, the Issuer shall have delivered to the Trustee an Opinion of Counsel stating that (1) the Issuer has received from, or there has been published by,
the Internal Revenue Service a ruling, or (2) since the date of this Indenture there has been a change in the applicable Federal income tax law, in either case to the effect that, and based thereon such Opinion of Counsel shall confirm that,
the Holders will not recognize income, gain or loss for Federal income tax purposes as a result of such deposit and defeasance and will be subject to Federal income tax on the same amounts, in the same manner and at the same times as would have been
the case if such deposit and defeasance had not occurred; 
 (vii) in the case of the covenant defeasance
option, the Issuer shall have delivered to the Trustee an Opinion of Counsel to the effect that the Holders will not recognize income, gain or loss for Federal income tax purposes as a result of such deposit and defeasance and will be subject to
Federal income tax on the same amounts, in the same manner and at the same times as would have been the case if such deposit and defeasance had not occurred; and 

(viii) the Issuer delivers to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that
all conditions precedent to the defeasance and discharge of the Notes to be so defeased and discharged as contemplated by this Article VIII have been complied with. 
 Before or after a deposit, the Issuer may make arrangements satisfactory to the Trustee for the redemption of such Notes at a future date in accordance with Article V. 

  
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 Notwithstanding the foregoing, the Opinion of Counsel required by the clause (vi) above
need not be delivered if all Notes not theretofore delivered to the Trustee for cancellation (x) have become due and payable, (y) will become due and payable at their Stated Maturity within one year or (z) are to be called for redemption
within one year. 
 SECTION 8.3 Application of Trust Money. The Trustee shall hold in trust money or U.S. Government
Obligations deposited with it pursuant to this Article VIII. It shall apply the deposited money and the money from U.S. Government Obligations through the Paying Agent and in accordance with this Indenture to the payment of principal of and
interest on the Notes. 
 SECTION 8.4 Repayment to Issuer. Anything herein to the contrary notwithstanding, the Trustee
shall deliver or pay to the Issuer from time to time upon Company Order any money or U.S. Government Obligations held by it as provided in this Article VIII which, in the opinion of a nationally recognized firm of independent public
accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect legal defeasance or covenant defeasance, as applicable, provided
that the Trustee shall not be required to liquidate any U.S. Government Obligations in order to comply with the provisions of this Section 8.4. 
 Subject to any applicable abandoned property law, the Trustee and the Paying Agent shall pay to the Issuer upon written request any money held by them for the payment of principal of or interest on the
Notes that remains unclaimed for two years, and, thereafter, Holders entitled to the money must look to the Issuer for payment as general creditors. 
 SECTION 8.5 Indemnity for U.S. Government Obligations. The Issuer shall pay and shall indemnify the Trustee against any tax, fee or other charge imposed on or assessed against deposited U.S.
Government Obligations or the principal and interest received on such U.S. Government Obligations. 
 SECTION 8.6
Reinstatement. If the Trustee or Paying Agent is unable to apply any money or U.S. Government Obligations in accordance with this Article VIII by reason of any legal proceeding or by reason of any order or judgment of any court or
governmental authority enjoining, restraining or otherwise prohibiting such application, the obligations of the Issuer and each Guarantor under this Indenture, the Notes and the Guarantees shall be revived and reinstated as though no deposit had
occurred pursuant to this Article VIII until such time as the Trustee or Paying Agent is permitted to apply all such money or U.S. Government Obligations in accordance with this Article VIII; provided, however, that, if
the Issuer or the Guarantors has made any payment of interest on or principal of any Notes because of the reinstatement of its obligations, the Issuer or any Guarantor, as the case may be, shall be subrogated to the rights of the Holders of such
Notes to receive such payment from the money or U.S. Government Obligations held by the Trustee or Paying Agent. 
 ARTICLE IX

 Amendments 
 SECTION 9.1 Without Consent of Holders. Notwithstanding Section 9.2 hereof, this Indenture, the Notes and Guarantees, if any, may be amended or supplemented by the Issuer, any
Subsidiary Guarantor (with respect to a Guarantee or the indenture to which it is a party) and the Trustee without notice to or consent of any Holder: 
 (i) to cure any ambiguity, omission, mistake, defect or inconsistency; 

  
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 (ii) to conform the text of this Indenture, the Guarantees or the Notes to
the “Description of notes” in the Offering Memorandum; 
 (iii) to comply with
Section 4.1 of this Indenture; 
 (iv) to provide for the assumption by a successor corporation,
partnership or limited liability company of the obligations of the Issuer or any Subsidiary Guarantor under this Indenture and the Notes or Guarantee, as the case may be; 

(v) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided,
however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; 

(vi) to add or release Guarantees with respect to the Notes in accordance with the terms of this Indenture;

 (vii) to secure the Notes; 

(viii) to add to the covenants of the Issuer for the benefit of the Holders or to surrender any right or power herein
conferred upon the Issuer or any Subsidiary Guarantor; 
 (ix) to make any change that does not adversely
affect the rights of any Holder in any material respect; 
 (x) to provide for the issuance of Additional
Notes to the extent permitted by Section 3.3 as in effect prior to such amendment, which shall have terms substantially identical in all material respects to the Initial Notes, and which shall be treated, together with any outstanding
Initial Notes, as a single issue of securities; 
 (xi) to make any amendment to the provisions of this
Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including, without limitation, to facilitate the issuance and administration of the Notes; provided, however, that (i) compliance with this
Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes;

 (xii) in the event that PIK Notes are issued in certificated form, to make appropriate amendments to this
Indenture to reflect an appropriate minimum denomination of certificated PIK Notes and establish minimum redemption amounts for certificated PIK Notes; or 
 (xiii) to evidence and provide for the acceptance of appointment by a successor Trustee, provided that the successor Trustee is otherwise qualified and eligible to act as such under the terms
of this Indenture. 

  
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 SECTION 9.2 With Consent of Holders. 

(a) This Indenture, the Notes and the Guarantees, if any, may be amended or supplemented with the consent of the Holders of at least a
majority in aggregate principal amount of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes) and any existing or past Default or compliance
with any provisions of such documents may be waived with the consent of the Holders of a majority in principal amount of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer
or exchange offer for, Notes). However, without the consent of each Holder of an outstanding Note affected (including, for the avoidance of doubt, any Notes held by Affiliates), no amendment may (with respect to any Notes held by a non-consenting
Holder): 
 (i) reduce the percentage of the aggregate principal amount of Notes whose Holders must consent to an
amendment; 
 (ii) reduce the rate of or extend the time for payment of interest on any Note; 

(iii) reduce the principal of or change the Stated Maturity of any Note; 

(iv) reduce the premium payable upon the redemption of any Note or change the time at which any Note may be redeemed as
described under Section 5.1; 
 (v) make any Note payable in money other than that stated in such
Note; 
 (vi) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on
such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; 

(vii) make any change in the amendment provisions that require each Holder’s consent or in the waiver
provisions; 
 (viii) make the Notes or any Guarantee, if any, subordinated in right of payment to any other
obligations; or 
 (ix) modify the Guarantees, if any, in any manner adverse to the Holders. 

(b) It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment,
but it shall be sufficient if such consent approves the substance thereof. 
 (c) After an amendment under this Section 9.2
becomes effective, the Issuer shall (or shall cause the Trustee, at the expense of and at the request of the Issuer, to) mail to the Holders of Notes affected thereby a notice briefly describing such amendment. The failure of the Issuer to mail such
notice, or any defect therein, shall not in any way impair or affect the validity of an amendment under this Section 9.2. 
 SECTION 9.3 Effect of Consents and Waivers. A consent to an amendment or a waiver by a Holder of a Note shall bind the Holder and every subsequent Holder of that Note or portion of the Note that
evidences the same debt as the consenting Holder’s Note, even if notation of the consent or waiver is not made on the Note. After an amendment or waiver becomes effective, it shall bind every


  
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Holder unless it makes a change described in clauses (i) through (ix) of Section 9.2(a), in which case the amendment or waiver or other action shall bind each Holder who has
consented to it and every subsequent Holder that evidences the same debt as the consenting Holder’s Notes. An amendment or waiver made pursuant to Section 9.2 shall become effective upon receipt by the Trustee of the requisite
number of written consents. 
 The Issuer may, but shall not be obligated to, fix a record date for the purpose of determining
the Holders entitled to give their consent or take any other action described above or required or permitted to be taken pursuant to this Indenture. If a record date is fixed, then notwithstanding the immediately preceding paragraph, those Persons
who were Holders at such record date (or their duly designated proxies), and only those Persons, shall be entitled to give such consent or to take any such action, whether or not such Persons continue to be Holders after such record date.

 SECTION 9.4 Notation on or Exchange of Notes. If an amendment changes the terms of a Note, the Trustee may require the
Holder of the Note to deliver it to the Trustee. The Trustee may place an appropriate notation on the Note regarding the changed terms and return it to the Holder. Alternatively, if the Issuer or the Trustee so determines, the Issuer in exchange for
the Note shall issue and the Trustee shall authenticate a new Note that reflects the changed terms. Failure to make the appropriate notation or to issue a new Note shall not affect the validity of such amendment. 

SECTION 9.5 Trustee To Sign Amendments. The Trustee shall sign any amendment, supplement or waiver authorized pursuant to this
Article IX if the amendment, supplement or waiver does not, in the sole determination of the Trustee, adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing
any amendment, supplement or waiver pursuant to this Article IX, the Trustee shall be entitled to receive, and (subject to Sections 7.1 and 7.2) shall be fully protected in relying upon, an Officer’s Certificate and an
Opinion of Counsel stating that such amendment, supplement or waiver is authorized or permitted by or complies with this Indenture, that all conditions precedent to such amendment required by this Indenture have been complied with and that such
amendment, supplement or waiver is the legal, valid and binding obligation of the Issuer, enforceable against the Issuer in accordance with its terms, subject to customary exceptions. 

ARTICLE X 

Guarantees 

SECTION 10.1 Guarantees. 
 On the Issue Date, there shall be no Subsidiary Guarantors and no Restricted Subsidiary shall be required to Guarantee the Notes unless otherwise required under Section 3.11 hereof. 

(a) Subject to the provisions of this Article X, each Subsidiary Guarantor hereby jointly and severally, unconditionally and
irrevocably guarantees, as guarantor and not as a surety, with each other Subsidiary Guarantor, to each Holder of the Notes, to the extent lawful, and the Trustee the performance and full and punctual payment when due, whether at maturity, by
acceleration, by redemption or otherwise, of the principal of, premium, if any, and interest on the Notes and all other obligations of the Issuer under this Indenture and the Notes (including, without limitation, interest accruing after the filing
of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding, relating to the Issuer or any Subsidiary Guarantor whether or not a claim for post-filing or post-petition interest is allowed in such
proceeding and the obligations under Section 7.6) (all the foregoing being hereinafter collectively called the “Guarantor Obligations”). Each Subsidiary Guarantor agrees (to the extent lawful) that the Guarantor
Obligations may be extended or renewed, in whole or in part, without notice or further assent from it, and that it shall remain bound under this Article X notwithstanding any extension or renewal of any Guarantor Obligation. 

  
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 (b) Each Subsidiary Guarantor waives (to the extent lawful) presentation to, demand of,
payment from and protest to the Issuer of any of the Guarantor Obligations and also waives (to the extent lawful) notice of protest for nonpayment. Each Subsidiary Guarantor waives (to the extent lawful) notice of any default under the Notes or the
Guarantor Obligations. 
 (c) Each Subsidiary Guarantor further agrees that its Guarantee herein constitutes a Guarantee of
payment when due (and not a Guarantee of collection) and waives any right to require that any resort be had by any Holder to any security held for payment of the Guarantor Obligations. 

(d) Except as set forth in Section 10.2 and Article VIII, the obligations of each Subsidiary Guarantor hereunder shall
not be subject to any reduction, limitation, impairment or termination for any reason (other than payment of the Guarantor Obligations in full), including any claim of waiver, release, surrender, alteration or compromise, and shall not (to the
extent lawful) be subject to any defense of setoff, counterclaim, recoupment or termination whatsoever or by reason of the invalidity, illegality or unenforceability of the Guarantor Obligations or otherwise. Without limiting the generality of the
foregoing, the obligations of each Subsidiary Guarantor herein shall not (to the extent lawful) be discharged or impaired or otherwise affected by (a) the failure of any Holder to assert any claim or demand or to enforce any right or remedy
against the Issuer or any other person under this Indenture, the Notes or any other agreement or otherwise; (b) any extension or renewal of any thereof; (c) any rescission, waiver, amendment or modification of any of the terms or
provisions of this Indenture, the Notes or any other agreement; (d) the release of any security held by any Holder for the Guarantor Obligations or any of them; (e) the failure of any Holder to exercise any right or remedy against any
other Subsidiary Guarantor; (f) any change in the ownership of the Issuer; (g) any default, failure or delay, willful or otherwise, in the performance of the Guarantor Obligations; or (h) any other act or thing or omission or delay to
do any other act or thing which may or might in any manner or to any extent vary the risk of any Subsidiary Guarantor or would otherwise operate as a discharge of such Subsidiary Guarantor as a matter of law or equity. 

(e) Each Subsidiary Guarantor agrees that its Guarantee herein shall remain in full force and effect until payment in full of all the
Guarantor Obligations or such Subsidiary Guarantor is released from its Guarantee in compliance with Section 4.1, Section 10.2 and Article VIII. Each Subsidiary Guarantor further agrees that its Guarantee herein shall
continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of, premium, if any, or interest on any of the Guarantor Obligations is rescinded or must otherwise be restored by any Holder
upon the bankruptcy or reorganization of the Issuer or otherwise. 
 (f) In furtherance of the foregoing and not in limitation
of any other right which any Holder has at law or in equity against any Subsidiary Guarantor by virtue hereof, upon the failure of the Issuer to pay any of the Guarantor Obligations when and as the same shall become due, whether at maturity, by
acceleration, by redemption or otherwise, each Subsidiary Guarantor hereby promises to and shall, upon receipt of written demand by the Trustee, forthwith pay, or cause to be paid, in cash, to the Trustee or the Trustee on behalf of the Holders an
amount equal to the sum of (i) the unpaid amount of such Guarantor Obligations then due and owing and (ii) accrued and unpaid interest on such Guarantor Obligations then due and owing (but only to the extent not prohibited by law)
(including interest accruing after the filing of any petition in bankruptcy or the commencement of any insolvency, reorganization or like proceeding relating to the Issuer or any Subsidiary Guarantor whether or not a claim for post-filing or
post-petition interest is allowed in such proceeding). 

  
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 (g) Each Subsidiary Guarantor further agrees that, as between such Subsidiary Guarantor, on
the one hand, and the Holders, on the other hand, (x) the maturity of the Guarantor Obligations guaranteed hereby may be accelerated as provided in this Indenture for the purposes of its Guarantee herein, notwithstanding any stay, injunction or
other prohibition preventing such acceleration in respect of the Guarantor Obligations guaranteed hereby and (y) in the event of any such declaration of acceleration of such Guarantor Obligations, such Guarantor Obligations (whether or not due
and payable) shall forthwith become due and payable by the Subsidiary Guarantor for the purposes of this Guarantee. 
 (h) Each
Subsidiary Guarantor also agrees to pay any and all reasonable costs and expenses (including reasonable attorneys’ fees) incurred by the Trustee or the Holders in enforcing any rights under this Section. 

(i) Neither the Issuer nor the Subsidiary Guarantors shall be required to make a notation on the Notes to reflect any Guarantee or any
release, termination or discharge thereof and any such notation shall not be a condition to the validity of any Guarantee. 

SECTION 10.2 Limitation on Liability; Termination, Release and Discharge. 

(a) Any term or provision of this Indenture to the contrary notwithstanding, the obligations of each Subsidiary Guarantor hereunder
shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of such Subsidiary Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Subsidiary
Guarantor in respect of the obligations of such other Subsidiary Guarantor under its Guarantee or pursuant to its contribution obligations under this Indenture, result in the obligations of such Subsidiary Guarantor under its Guarantee not
constituting a fraudulent conveyance or fraudulent transfer under federal or state law and not otherwise being void or voidable under any similar laws affecting the rights of creditors generally. 

(b) A Guarantee by a Subsidiary Guarantor shall be automatically and unconditionally released and discharged, and each Subsidiary
Guarantor and its obligations under the Guarantee and this Indenture shall be released and discharged upon: 

(1) the sale, exchange, disposition or other transfer (including through merger or consolidation) of the Capital
Stock (including any sale, disposition or other transfer following which the applicable Subsidiary Guarantor is no longer a Restricted Subsidiary), or all or substantially all the assets, of the applicable Subsidiary Guarantor if such sale,
disposition or other transfer is made in compliance with this Indenture; 
 (2) the Issuer designating such
Subsidiary Guarantor to be an Unrestricted Subsidiary in accordance with the provisions set forth in Section 3.4 and the definition of “Unrestricted Subsidiary”; 

(3) in the case of any Restricted Subsidiary that after the Issue Date is required to guarantee the Notes pursuant to
Section 3.11, the release or discharge of the obligation by such Restricted Subsidiary of Indebtedness of the Issuer or any Restricted Subsidiary of the Issuer or such Restricted Subsidiary or the repayment of the Indebtedness or
Disqualified Stock, in each case, which resulted in the obligation to guarantee the Notes, except if a release or discharge is by or as a result of payment under such other obligation; 

  
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 (4) the Issuer’s exercise of its legal defeasance option or covenant
defeasance option as described under Article VIII or if the Issuer’s obligations under this Indenture are discharged in accordance with the terms of this Indenture; 

(5) the release or discharge of such Subsidiary Guarantor’s obligations under each Credit Agreement, except a
discharge or release by or as a result of payment under such obligation; or 
 (6) such Subsidiary Guarantor
ceasing to be a Domestic Subsidiary. 
 (c) If any Subsidiary Guarantor is released from its Guarantee, any of its Subsidiaries
that are Subsidiary Guarantors will be released from their Guarantees, if any. 
 (d) In the case of Section 10.2(b), the
Issuer shall deliver to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for in this In-denture relating to such transaction have been complied with. 

(e) The release of a Subsidiary Guarantor from its Guarantee and its obligations under this Indenture in accordance with the provisions
of this Section 10.2 shall not preclude the future applications of Section 3.11 to such Person. 

SECTION 10.3 Right of Contribution. Each Subsidiary Guarantor hereby agrees that to the extent that any such Subsidiary Guarantor
shall have paid more than its proportionate share of any payment made on the obligations under its Guarantee, such Subsidiary Guarantor shall be entitled to seek and receive contribution from and against the Issuer or any other Subsidiary Guarantor
who has not paid its proportionate share of such payment. The provisions of this Section 10.3 shall in no respect limit the obligations and liabilities of each Subsidiary Guarantor to the Trustee and the Holders and each Subsidiary Guarantor
shall remain liable to the Trustee and the Holders for the full amount guaranteed by such Guarantor hereunder. 
 SECTION 10.4
No Subrogation. Notwithstanding any payment or payments made by each Subsidiary Guarantor hereunder, no Subsidiary Guarantor shall be entitled to be subrogated to any of the rights of the Trustee or any Holder against the Issuer or any other
Subsidiary Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Subsidiary Guarantor seek or be entitled to seek any contribution or
reimbursement from the Issuer or any other Subsidiary Guarantor in respect of payments made by such Subsidiary Guarantor hereunder, until all amounts owing to the Trustee and the Holders by the Issuer on account of the Guarantor Obligations are paid
in full. If any amount shall be paid to any Subsidiary Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Subsidiary Guarantor in
trust for the Trustee and the Holders, segregated from other funds of such Subsidiary Guarantor, and shall, forthwith upon receipt by such Subsidiary Guarantor, be turned over to the Trustee in the exact form received by such Subsidiary Guarantor
(duly indorsed by such Subsidiary Guarantor to the Trustee, if required), to be applied against the Guarantor Obligations. 

SECTION 10.5 Limitations on Merger. A Subsidiary Guarantor will not, and the Issuer will not permit any Subsidiary Guarantor to,
consolidate or merge with or into or wind up into (whether or not such Guarantor is the surviving corporation), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more
related transactions to, any Person (other than in connection with the Transactions) unless: 

  
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 (1) either (a) such Subsidiary Guarantor is the surviving Person or the
Person formed by or surviving any such consolidation or merger (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition will have been made is a corporation, partnership or limited
liability company organized or existing under the laws of the United States, any state thereof, the District of Columbia or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the
“Successor Guarantor”); the Successor Guarantor (if other than such Subsidiary Guarantor) expressly assumes all the obligations of such Subsidiary Guarantor under this Indenture and such Subsidiary Guarantor’s Guarantee
pursuant to a supplemental indenture or (b) such sale or disposition or consolidation or merger is not in violation of Section 3.7; 
 (2) immediately after giving effect to such transaction (and treating any Indebtedness that becomes an obligation of the Successor Guarantor or any of its Subsidiaries as a result of such transaction
as having been Incurred by the Successor Guarantor or such Subsidiary at the time of such transaction) no Default or Event of Default shall have occurred and be continuing; and 

(3) the Successor Guarantor (if other than such Guarantor) shall have delivered or caused to be delivered to the
Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that such consolidation, merger or transfer and such supplemental indenture (if any) comply with this Indenture. 

The Successor Guarantor will succeed to, and be substituted for, such Subsidiary Guarantor under this Indenture and such Subsidiary
Guarantor’s Guarantee, and such Subsidiary Guarantor will automatically be released and discharged from its obligations under this Indenture and such Subsidiary Guarantor’s Guarantee. Notwithstanding the foregoing, (1) a Subsidiary
Guarantor may merge or consolidate with an Affiliate of the Issuer incorporated or organized solely for the purpose of reincorporating or reorganizing such Subsidiary Guarantor in another state of the United States, the District of Columbia or any
territory of the United States, so long as the amount of Indebtedness of the Subsidiary Guarantor is not increased thereby, (2) a Subsidiary Guarantor may merge or consolidate with another Subsidiary Guarantor or the Issuer and (3) a
Subsidiary Guarantor may convert into a corporation, partnership, limited partnership, limited liability corporation or trust organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor. 

ARTICLE XI 

INTENTIONALLY OMITTED 
 ARTICLE XII 
 Miscellaneous 

SECTION 12.1 Notices. Notices given by publication shall be deemed given on the first date on which publication is made, and
notices given by first-class mail, postage prepaid, shall be deemed given five calendar days after mailing. Any notice or communication shall be in writing and delivered in person, by facsimile or mailed by first-class mail addressed as follows:


  
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 if to the Issuer: 
 CommScope Holding Company, Inc. 
 1100 CommScope Place, S.E. 

Hickory, NC 28602 

Facsimile: 828-324-2520 
 Attention: General Counsel 
 if to the Trustee: 

Wilmington Trust, National Association 
 246 Goose Lane, Suite 105 
 Guilford, CT 06437 

Facsimile: 203-453-1183 
 Attention: Corporate Capital Markets 
 The Issuer or the Trustee by notice to the
other may designate additional or different addresses for subsequent notices or communications. 
 Any notice or communication
mailed to a Holder shall be mailed to the Holder at the Holder’s address as it appears on the registration books of the Registrar and shall be sufficiently given if so mailed within the time prescribed. 

Failure to mail a notice or communication to a Holder or any defect in it shall not affect its sufficiency with respect to other Holders.
If a notice or communication is mailed in the manner provided above, it is duly given, whether or not the addressee receives it. 
 The Trustee agrees to accept and act upon instructions or directions pursuant to this Indenture sent by unsecured e-mail, facsimile transmission or other similar unsecured electronic methods. If the party
elects to give the Trustee e-mail or facsimile instructions (or instructions by a similar electronic method) and the Trustee in its discretion elects to act upon such instructions, the Trustee’s understanding of such instructions shall be
deemed controlling. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from the Trustee’s reliance upon and compliance with such instructions notwithstanding such instructions conflict or are
inconsistent with a subsequent written instruction. The party providing electronic instructions agrees to assume all risks arising out of the use of such electronic methods to submit instructions and directions to the Trustee, including without
limitation the risk of the Trustee acting on unauthorized instructions, and the risk or interception and misuse by third parties. 
 Notwithstanding any other provision of this Indenture or any Note, where this Indenture or any Note provides for notice of any event (including any notice of redemption or purchase) to a Holder of a
Global Note (whether by mail or otherwise), such notice shall be sufficiently given if given to DTC (or its designee) pursuant to the standing instructions from DTC or its designee. 

  
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 SECTION 12.2 Certificate and Opinion as to Conditions Precedent. Upon any request or
application by the Issuer to the Trustee to take or refrain from taking any action under this Indenture (except in connection with the original issuance of Notes on the date hereof), the Issuer shall furnish to the Trustee: 

(i) an Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the
signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and 
 (ii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with. 

SECTION 12.3 Statements Required in Certificate or Opinion. Each certificate or opinion with respect to compliance with a covenant
or condition provided for in this Indenture shall include: 
 (i) a statement that the individual making
such certificate or opinion has read such covenant or condition; 
 (ii) a brief statement as to the nature
and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; 
 (iii) a statement that, in the opinion of such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such
covenant or condition has been complied with; and 
 (iv) a statement as to whether or not, in the opinion
of such individual, such covenant or condition has been complied with. 
 In giving such Opinion of Counsel, counsel may rely as
to factual matters on an Officer’s Certificate or on certificates of public officials. 
 SECTION 12.4 [Reserved].

 SECTION 12.5 Rules by Trustee, Paying Agent and Registrar. The Trustee may make reasonable rules for action by, or a
meeting of, Holders. The Registrar and the Paying Agent may make reasonable rules for their functions. 
 SECTION 12.6 Days
Other than Business Days. If a payment date is not a Business Day, payment shall be made on the next succeeding day that is a Business Day, and no interest shall accrue for the intervening period. If a regular Record Date is not a Business Day,
the Record Date shall not be affected. 
 SECTION 12.7 Governing Law. This Indenture, the Notes and the Guarantees, if
any, shall be governed by, and construed in accordance with, the laws of the State of New York. 
 SECTION 12.8 Waiver of
Jury Trial. THE ISSUER, THE SUBSIDIARY GUARANTORS, IF ANY, AND THE TRUSTEE HEREBY IRREVOCABLY WAIVE, 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
INDENTURE, THE NOTES OR THE TRANSACTIONS CONTEMPLATED HEREBY. 
 SECTION 12.9 No Recourse Against Others. An
incorporator, director, officer, employee, stockholder or controlling person, as such, of the Issuer or any direct or indirect parent or Restricted Subsidiary of the Issuer shall not have any liability for any obligations of the Issuer or any


  
 -110-









 
Subsidiary Guarantor under the Notes, the Guarantees, if any, or this Indenture or for any claim based on, in respect of or by reason of such obligations or their creation. By accepting a Note,
each Holder shall waive and release all such liability. The waiver and release shall be part of the consideration for the issue of the Notes. 
 SECTION 12.10 Successors. All agreements of the Issuer and any Subsidiary Guarantor in this Indenture and the Notes shall bind their respective successors. All agreements of the Trustee in this
Indenture shall bind its successors. 
 SECTION 12.11 Multiple Originals. The parties may sign any number of copies of
this Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. One signed copy is enough to prove this Indenture. 
 SECTION 12.12 Variable Provisions. The Issuer initially appoints the Trustee as Paying Agent and Registrar and Notes Custodian with respect to any Global Notes. 

SECTION 12.13 Table of Contents; Headings. The table of contents, cross-reference sheet and headings of the Articles and Sections
of this Indenture have been inserted for convenience of reference only, are not intended to be considered a part hereof and shall not modify or restrict any of the terms or provisions hereof. 

SECTION 12.14 Force Majeure. In no event shall the Trustee be responsible or liable for any failure or delay in the performance of
its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural
catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that the Trustee shall use reasonable efforts which are consistent with accepted
practices in the banking industry to resume performance as soon as practicable under the circumstances. 
 SECTION 12.15 USA
Patriot Act. The parties hereto acknowledge that in accordance with Section 326 of the USA Patriot Act the Trustee and the Trust Officers, like all financial institutions and in order to help fight the funding of terrorism and money
laundering, are required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account. The parties to this agreement agree that they shall provide the Trustee and the Trust
Officers with such information as they may request in order to satisfy the requirements of the USA Patriot Act. 
 SECTION 12.16
[Reserved]. 
 SECTION 12.17 Communication by Holders of Notes with Other Holders of Notes. Holders of the Notes
may communicate pursuant to TIA § 312(b) with other Holders of Notes with respect to their rights under this Indenture or the Notes. The Issuer, the Trustee, the Registrar and anyone else shall have the protection of TIA §312(c).

 [Signature Pages Follow] 

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







 
			
	COMMSCOPE HOLDING COMPANY, INC.
		
	By:	 	/s/ Mark A. Olson
		 	Name: Mark A. Olson
		 	 Title:   Executive Vice President and
            Chief Financial Officer



 Signature Page to Indenture 







 
			
	WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee
		
	By:	 	/s/ Joseph P. O’Donnell
		 	Name: Joseph P. O’Donnell
		 	Title:   Vice President


 Signature Page to Indenture 







 EXHIBIT A 
 [FORM OF FACE OF NOTE] 
 Global Note Legend, if applicable 

Private Placement Legend, if applicable 
 Original Issue Discount Legend, if applicable 
 Temporary Regulation S Legend, if
applicable 

  
 A-1










			
	No. [            ]	 	 Principal Amount
$[                    ],

as revised by the Schedule of Increases
 or Decreases in the Global Note attached hereto1


 CUSIP
NO.                2 
 COMMSCOPE HOLDING COMPANY, INC. 

6.625%/7.375% Senior PIK Toggle Note due 2020 
 CommScope Holding Company, Inc., a Delaware corporation, promises to pay to Cede & Co., or registered assigns, the initial principal amount set forth on the Schedule of Increases or Decreases in
the Global Note attached hereto, as revised by the Schedule of Increases or Decreases in the Global Note attached hereto, on June 1, 2020. 
 Interest Payment Dates: June 1 and December 1. 
 Record Dates:
May 15 and November 15. 
 Additional provisions of this Note are set forth on the other side of this Note.

  

	1 	 Insert in Global Notes only. 



	2 	 144A: 20337XAA7; Reg S: U20194AA1 



  
 A-2









 
			
	COMMSCOPE HOLDING COMPANY, INC.
		
	By:	 	 
		 	Name: Mark A. Olson
		 	 Title:   Executive Vice President and
            Chief Financial Officer




  
 A-3










									
	 TRUSTEE’S CERTIFICATE OF
 AUTHENTICATION
	 		 	
			
	WILMINGTON TRUST, NATIONAL ASSOCIATION	 		 	
			
	 as Trustee, certifies that this is one of the
 Notes referred to in the Indenture.
	 		 	
					
	By:	 	 	 		 		 	
		 	Authorized Signatory	 		 		 	Date:
		 		 		 		 	


  
 A-4









 [FORM OF REVERSE SIDE OF NOTE] 

6.625%/7.375% Senior PIK Toggle Note due 2020 
 [PIK]3

 1. Interest 

CommScope Holding Company, Inc., a Delaware corporation (such corporation, and its successors and assigns under the Indenture hereinafter
referred to, being herein called the “Issuer”), promises to pay interest on the principal amount of this Note at the rate per annum shown above. 

The Issuer shall pay interest semiannually on June 1 and December 1 of each year, with the first interest
payment to be made on [December 1, 2013].4 Interest on the
Notes will accrue at the rate of 6.625% per annum with respect to Cash Interest (as defined below) and 7.375% per annum with respect to any PIK Interest (as defined below). Interest on the Notes will accrue from the most recent date to
which interest has been paid with respect to such Notes, or if no interest has been paid with respect to such Notes, from the date of original issuance thereof. Interest shall be computed on the basis of a 360-day year comprised of twelve 30-day
months. The Issuer shall pay interest on overdue principal at 2.0% per annum in excess of the above rate and shall pay interest on overdue installments of interest at such higher rate to the extent lawful. 

2. Method of Payment 

By no later than 10:00 a.m. (New York City time) on the date on which any principal of, premium, if any, or interest on any Note is due
and payable, the Issuer shall irrevocably deposit with the Trustee or the Paying Agent money sufficient to pay such principal, premium, if any, and/or interest (and if a PIK Payment is being made, deliver the documentation necessary to increase the
existing balances of the Notes or to issue PIK Notes). The Issuer shall pay interest (except Defaulted Interest) to the Persons who are registered Holders of Notes at the close of business on the May 15 and November 15 next preceding the
Interest Payment Date unless Notes are cancelled, repurchased or redeemed after the record date and before the Interest Payment Date. Holders must surrender Notes to a Paying Agent to collect principal payments. The Issuer shall pay principal,
premium, if any, and interest (other than PIK Interest) in money of the United States that at the time of payment is legal tender for payment of public and private debts. Payments in respect of Notes represented by a Global Note (including
principal, premium, if any, and interest (other than PIK Interest)) shall be made by the transfer of immediately available funds to the accounts specified by the Depositary. The Issuer shall make all payments in respect of a Definitive Note
(including principal, premium, if any, and interest) through the Paying Agent by mailing a check to the registered address of each Holder thereof. 
 Subject to the issuance of PIK Notes as described herein, the Notes will be issued only in fully registered form without coupons, in denominations of $2,000 and any integral multiple of $1,000 in excess
thereof. PIK Payments will be made in denominations of $1.00 and any integral multiple in excess of $1.00 thereof. No service charge will be made for any registration of transfer, exchange or redemption of Notes, except in certain circumstances for
any tax or other governmental charge that may be imposed in connection therewith. 
  

	3 	 Only include in certificated PIK Notes. 



	4 	 With respect to the Initial Notes. 



  
 A-5









 Except as provided in the immediately succeeding sentence and the definition of
“Applicable Amount,” interest on the Notes shall be payable entirely in cash (“Cash Interest”). For any Interest Period after the initial Interest Period (other than the final Interest Period ending at stated maturity), if the
Applicable Amount (as defined below) as determined on the Determination Date (as defined below) for such Interest Period: 

(i) is equal to or exceeds 75%, but is less than 100%, of the aggregate amount of Cash Interest that would otherwise be due on the
relevant interest payment date, then the Issuer may, at its option, elect to pay interest on up to 25% of the then outstanding principal amount of the Notes by increasing the principal amount of the outstanding Notes or by issuing PIK Notes in a
principal amount equal to such interest (“PIK Interest”), with the remainder paid in cash; 
 (ii) is equal to or
exceeds 50%, but is less than 75%, of the aggregate amount of Cash Interest that would otherwise be due on the relevant interest payment date, then the Issuer may, at its option, elect to pay interest on up to 50% of the then outstanding principal
amount of the Notes as PIK Interest, with the remainder paid in cash; 
 (iii) is equal to or exceeds 25%, but is less than
50%, of the aggregate amount of Cash Interest that would otherwise be due on the relevant interest payment date, then the Issuer may, at its option, elect to pay interest on up to 75% of the then outstanding principal amount of the Notes as PIK
Interest, with the remainder paid in cash; or 
 (iv) is less than 25% of the aggregate amount of Cash Interest that would
otherwise be due on the relevant interest payment date, then the Issuer may, at its option, elect to pay interest on up to 100% of the then outstanding principal amount of the Notes as PIK Interest with any remainder paid in cash. 

The insufficiency or lack of funds available to the Issuer to pay Cash Interest as required by the immediately preceding paragraph shall
not permit the Issuer to pay PIK Interest in respect of any Interest Period and the sole right of the Issuer to elect to pay PIK Interest shall be as (and to the extent) provided in the immediately preceding paragraph. 

As used herein, 

(1) “Applicable Amount” shall be the amount equal to the sum (without duplication) of, 

(i) (a) the maximum amount of all dividends and distributions that, as of the applicable Determination Date, would be permitted
to be paid in cash to the Issuer for the purpose of paying Cash Interest by all Restricted Subsidiaries after giving (i) pro forma effect to the payment of amounts reserved to be paid or distributed to the Issuer to pay Cash Interest on the Interest
Payment Date immediately following such Determination Date and (ii) effect to all corporate, shareholder or other comparable actions required in order to make such payment, requirements of applicable law and all restrictions on the ability to make
such dividends or distributions (to the extent such restrictions are permitted pursuant to Section 3.6 of the Indenture) (including, without limitation, any restrictions and limitations in the Credit Agreements, the 2019 Notes Indenture, all
Indebtedness of the Issuer and its Subsidiaries (other than Indebtedness under the Credit Agreements or the 2019 Notes Indenture) in existence on the Issue Date or any agreement that amends, modifies, renews, increases, supplements, refunds,
replaces or refinances such Indebtedness), net of all taxes attributable solely to such dividend or distribution, if any, and, in each case, without regard to whether any such Restricted Subsidiary shall have any funds available to make any such
dividends or distributions, less (b) $20.0 million; and 

  
 A-6









 (ii) (a) all cash and Cash Equivalents on hand at the Issuer as of such
Determination Date (other than any cash and Cash Equivalents on hand at the Issuer that has been distributed to the Issuer and the distribution of which is conditioned upon such cash and Cash Equivalents being utilized for a purpose other than
paying Cash Interest (including, without limitation, amounts permitted to be distributed to the Issuer solely for the purpose of paying taxes attributable to the Issuer’s consolidated Subsidiaries) as the result of restrictions on the ability
to make such dividends or distributions provided such restrictions are otherwise permitted pursuant to Section 3.6 of the Indenture (including, without limitation, any restrictions and limitations in the Credit Agreements, the 2019 Notes
Indenture, all Indebtedness of the Issuer and its Subsidiaries (other than Indebtedness under the Credit Agreements or the 2019 Notes Indenture) in existence on the Issue Date or any agreement that amends, modifies, renews, increases, supplements,
refunds, replaces or refinances such Indebtedness)) less (b) $10.0 million (which shall in no event be less than $0); provided that there shall be excluded from this clause (ii) any net proceeds from the Notes issued on the Issue Date and cash
received by the Issuer from CommScope pending the final application of such proceeds and cash in connection with the Issue Date Transactions and any cash and Cash Equivalents on hand to be used for payment of Cash Interest on the interest payment
date next succeeding such Determination Date. 
 If interest on the Notes with respect to an Interest Period will not be paid
entirely as Cash Interest, the Applicable Amount shall be calculated by the Issuer and shall be set forth in an Officer’s Certificate delivered to the Trustee five Business Days prior to the commencement of the relevant Interest Period in which
it is to be applied, which Officer’s Certificate shall set forth in reasonable detail the Issuer’s determination of each component of this definition and in the case of clause (i)(a) identifying in reasonable detail the applicable
restriction(s) and the maximum amount of funds that may be paid after giving effect to such restriction. To the extent the Issuer is required pursuant to the third preceding paragraph and the definition of Applicable Amount to pay Cash Interest for
all or any portion of the interest due on any interest payment date, the Issuer shall and shall cause each of the Restricted Subsidiaries to take all such shareholder, corporate and other actions necessary or appropriate to permit the making of any
such dividends or distribution (or, by virtue of the immediately following paragraph, loans or advances), provided that any such shareholder, corporate and other actions would not violate applicable law or cause a breach of any applicable contract;
and 
 (2) “Determination Date” shall mean, with respect to each Interest Period, the fifteenth calendar day
immediately prior to the first day of the relevant Interest Period. 
 In the event that the Issuer shall be entitled to pay PIK
Interest for any Interest Period, then the Issuer shall deliver a notice to the Trustee following the Determination Date but not less than five Business Days prior to the commencement of the relevant Interest Period, which notice shall state the
total amount of interest to be paid on such interest payment date and the amount of such interest to be paid as PIK Interest. The Trustee shall promptly deliver a corresponding notice to the Holders. Interest for the first Interest Period commencing
on the Issue Date shall be payable entirely in Cash Interest. Interest for the final Interest Period ending at stated maturity shall be payable entirely in Cash Interest. 
 Notwithstanding anything to the contrary, the payment of accrued interest in connection with any redemption or repurchase of the pursuant to Sections 3.7, 3.9 and 5.1 of the Indenture
will be made solely in cash. 

  
 A-7









 If the Issuer pays a portion of the interest on the Notes as Cash Interest and a portion of
the interest on the Notes as PIK Interest, such Cash Interest and PIK Interest shall be paid to holders pro rata in accordance with their interests. PIK Interest on the Notes will be payable (A) with respect to Notes represented by one or more
Global Notes registered in the name of or held by DTC or its nominee, by increasing the principal amount of the outstanding Global Note by an amount equal to the amount of PIK Interest for the applicable Interest Period (rounded up to the nearest
whole dollar) as provided in writing by the Issuer to the Trustee and (B) with respect to Notes represented by certificated Notes, by issuing PIK Notes in certificated form in an aggregate principal amount equal to the amount of PIK Interest
for the applicable Interest Period (rounded up to the nearest whole dollar), and the Trustee will, at the written order of the Issuer, authenticate and deliver such PIK Notes in certificated form for original issuance to the Holders on the relevant
Record Date, as shown by the records of the register of Holders. Following an increase in the principal amount of the outstanding Global Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and
after the date of such PIK Payment. Any PIK Notes issued in certificated form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All Notes issued pursuant to a PIK Payment will mature on
June 1, 2020 and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and will have the same rights and benefits of the Notes issued on the Issue Date. Any certificated PIK Notes will be issued with the
description “PIK” on the face of such PIK Notes. 
 3. Paying Agent and Registrar 

Initially, Wilmington Trust, National Association, duly organized and existing under the laws of the United States of America and having
a corporate trust office at 246 Goose Lane, Suite 105, Guilford, CT 06437 (“Trustee”), shall act as Paying Agent and Registrar. The Issuer may appoint and change any Paying Agent, Registrar or co-registrar without notice to any
Holder. The Issuer or any of its domestically incorporated Wholly-Owned Subsidiaries may act as Paying Agent, Registrar or co-registrar. 
 4.
Indenture 
 The Issuer issued the Notes under an Indenture dated as of May 28, 2013 (as it may be amended or
supplemented from time to time in accordance with the terms thereof, the “Indenture”), between the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture. Capitalized terms used herein and not defined
herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders are referred to the Indenture and the Securities Act for a statement of those terms. To the extent any provision of this Note conflicts
with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. 
 The Notes are
senior unsecured obligations of the Issuer. This Note is one of the 6.625%/7.375% Senior PIK Toggle Notes due 2020 referred to in the Indenture. The Notes include (i) $550,000,000 aggregate principal amount of the Issuer’s 6.625%/7.375%
Senior PIK Toggle Notes due 2020 issued under the Indenture on May 28, 2013 (herein called “Initial Notes”), (ii) from time to time PIK Notes and (iii) if and when issued, additional 6.625%/7.375% Senior PIK Toggle
Notes due 2020 of the Issuer that may be issued from time to time under the Indenture subsequent to May 28, 2013 (herein called “Additional Notes”). The Indenture contains the terms and restrictions set forth in the Indenture
or made a part of the Indenture by reference to the TIA. 

  
 A-8









 5. Intentionally Omitted 
 6. Intentionally Omitted 
 7. Redemption 

(a) On and after June 1, 2016, the Issuer may redeem the Notes, at its option, in whole at any time or in part from time to time,
upon not less than 30 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address or otherwise in accordance with the procedures of the DTC, at the following redemption prices (expressed as a
percentage of principal amount), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed
during the 12-month period commencing on June 1 of the years set forth below: 
  

					
	 YEAR
	  	PERCENTAGE	 
	 2016
	  	 	103.313	% 
	 2017
	  	 	101.656	% 
	 2018 and thereafter
	  	 	100.000	% 

 (b) At any time prior to June 1, 2016, the Issuer may redeem the Notes at its option, in whole at
any time or in part from time to time, upon not less than 30 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address or otherwise in accordance with the procedures of the DTC, at a redemption
price equal to 100.0% of the principal amount of the Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable redemption date (subject to the right of holders of record on the relevant record date
to receive interest due on the relevant interest payment date). 
 (c) At any time and from time to time, upon not less than 30
nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address or otherwise in accordance with the procedures of the DTC, on or prior to June 1, 2016, the Issuer may redeem in the aggregate up to
40.0% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) with the net cash proceeds of one or more Equity Offerings (1) by the Issuer or (2) any other direct or indirect
parent of the Issuer, to the extent the net cash proceeds thereof are contributed to the common equity capital of the Issuer or used to purchase Capital Stock (other than Disqualified Stock) of the Issuer from it, at a redemption price (expressed as
a percentage of the principal amount thereof) equal to 106.625% plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest
payment date); provided, however, that at least 50.0% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) must remain outstanding after each such redemption; and
provided, further, that such redemption shall occur within 120 days after the date on which any such Equity Offering is consummated. 
 (d) Any redemption of Notes may, at the Issuer’s discretion, be subject to one or more conditions precedent. In addition, if such redemption or notice is subject to satisfaction of one or more
conditions precedent, such notice shall state that, in the Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such
redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the redemption date, or by the redemption date so delayed.


  
 A-9









 (e) Unless the Issuer defaults in the payment of the redemption price, interest will cease
to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. 
 (f) Any redemption
pursuant to this paragraph 7 shall be made pursuant to the provisions of Article V of the Indenture. 
 8. Mandatory Principal
Redemption 
 At the end of each accrual period ending on the date five years after the date of the initial issuance of the
Notes (each, an “AHYDO redemption date”), the Issuer will redeem for cash a portion of each Note then outstanding equal to the Mandatory Principal Redemption Amount. The redemption price for the portion of each Note redeemed
pursuant to a Mandatory Principal Redemption will be 100% of the principal amount of such portion plus any accrued interest thereon on the date of redemption. The “Mandatory Principal Redemption Amount” with respect to an accrual period
means the portion of a Note required to be redeemed to prevent such Note from being treated as an “applicable high yield discount obligation” within the meaning of Section 163(i)(1) of the Code. No partial redemption, prepayment or
repurchase of the Notes prior to the AHYDO redemption date pursuant to any other provision of the Indenture will alter the Issuer’s obligation to make the Mandatory Principal Redemption with respect to any Notes that remain outstanding on any
AHYDO redemption date. The Issuer is responsible for calculating the Mandatory Principal Redemption Amount. 
 9. Change of Control; Asset
Sales 
 (a) If a Change of Control occurs, unless the Issuer has exercised its right to redeem all of the Notes under
Section 5.1 of the Indenture, each Holder shall have the right to require the Issuer to repurchase all or any part (in integral multiples of $1,000 except that no Note may be tendered in part if the remaining principal amount would be
less than $2,000 (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof)) of such Holder’s Notes at a purchase price in cash equal to 101.0% of the principal amount of the
Notes plus accrued and unpaid interest, if any, to, but excluding, the date of purchase (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) as provided in, and subject
to the terms of, the Indenture. 
 (b) In connection with any Change of Control Offer (including with the net cash proceeds of
an Equity Offering), any such Change of Control Offer may, at the Issuer’s discretion, be subject to one or more conditions precedent, including any related Equity Offering. In addition, if such Change of Control Offer or notice is subject to
satisfaction of one or more conditions precedent, such notice shall state that, in the Issuer’s discretion, the purchase date may be delayed until such time as any or all such conditions shall be satisfied, or such purchase may not occur and
such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the purchase date, or by the purchase date so delayed. 
 (c) In the event of an Asset Sale Offer that requires the purchase of Notes pursuant to Section 3.7(c) of the Indenture, the Issuer shall be required to make an offer to all Holders to
purchase Notes in accordance with Section 3.7(c) and 5.9 of the Indenture at an offer price in cash in an amount equal to 100.0% of the principal amount of the Notes, plus accrued and unpaid interest to, but excluding, the date of
purchase (subject to the rights of Holders of record on any Record Date to receive payments of interest on the related Interest Payment Date). Holders of Notes that are the subject of an offer to purchase shall receive an Asset Sale Offer from the
Issuer prior to any related purchase date and may elect to have such Note purchased pursuant to such offer by completing the form entitled “Option of Holder To Elect Purchase” attached hereto, or transferring its interest in such Note by
book-entry transfer, to the Issuer or a Paying Agent at the address specified in the notice at least three days before the Purchase Date. 

  
 A-10









 10. Denominations; Transfer; Exchange 

The Notes are in registered form without coupons in minimum denominations of principal amount of $2,000 and whole multiples of $1,000 in
excess thereof (or if a PIK Payment has been made, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof). A Holder may transfer or exchange Notes in accordance with the Indenture. The Registrar may require a Holder,
among other things, to furnish appropriate endorsements or transfer documents and to pay any taxes and fees required by law or permitted by the Indenture. The Registrar need not register the transfer of or exchange any Notes for a period between a
Record Date and the next succeeding Interest Payment Date. 
 11. Persons Deemed Owners 

The registered Holder of this Note shall be treated as the owner of it for all purposes. 

12. Unclaimed Money 
 If
money for the payment of the principal of or premium, if any, or interest remains unclaimed for two years, the Trustee or Paying Agent shall pay the money back to the Issuer at its request unless an abandoned property law designates another person.
After any such payment, Holders entitled to the money must look only to the Issuer and not to the Trustee for payment. 
 13. Discharge and
Defeasance 
 Subject to certain conditions set forth in the Indenture, the Issuer at any time may terminate some or all of
its obligations under the Notes and the Indenture if the Issuer irrevocably deposits in trust with the Trustee money or U.S. Government Obligations (sufficient, without reinvestment, in the opinion of a nationally-recognized certified public
accounting firm) for the payment of principal, premium (if any) and interest on the Notes to redemption or maturity, as the case may be. 
 14.
Amendment, Waiver 
 The Indenture and the Notes may be amended or waived as set forth in Article IX of the
Indenture. 
 15. Defaults and Remedies 
 Events of Default shall be as set forth in Article VI of the Indenture. 

If an Event of Default occurs and is continuing, the Trustee or Holders of at least 25.0% in aggregate principal amount of the
outstanding Notes then outstanding may declare all the Notes to be due and payable immediately. Certain events of bankruptcy or insolvency with respect to the Issuer are Events of Default which shall result in the Notes being due and payable
immediately upon the occurrence of such Events of Default. 

  
 A-11









 Holders may not enforce the Indenture or the Notes except as provided in the Indenture. The
Trustee may refuse to enforce the Indenture or the Notes unless each receives indemnity or security reasonably satisfactory to the Trustee. Subject to certain limitations, Holders of a majority in principal amount of the Notes may direct the Trustee
in its exercise of any trust or power. The Trustee may with-hold from Holders notice of any continuing Default or Event of Default (except a Default or Event of Default in payment of principal or interest) if it determines that withholding notice is
in their interest. 
 16. Trustee Dealings with the Issuer 
 Subject to certain limitations set forth in the Indenture, the Trustee under the Indenture, in its individual or any other capacity, may become the owner or pledgee of Notes and may otherwise deal with
and collect obligations owed to it by the Issuer or its Affiliates and may otherwise deal with the Issuer or its Affiliates with the same rights it would have if it were not Trustee. 
 17. No Recourse Against Others 
 A director, officer, employee,
incorporator, stockholder or controlling person, as such, of the Issuer or any direct or indirect parent or Restricted Subsidiary of the Issuer, as such, shall not have any liability for any obligations of the Issuer or any Subsidiary Guarantor
under the Notes, the Indenture or any Guarantees or for any claim based on, in respect of, or by reason of, such obligations or their creation. By accepting a Note, each Holder waives and releases all such liability. The waiver and release shall be
part of the consideration for the issue of the Notes. 
 18. Authentication 

This Note shall not be valid until an authorized signatory of the Trustee (or an authenticating agent acting on its behalf) manually
signs the certificate of authentication on the other side of this Note. 
 19. Abbreviations 

Customary abbreviations may be used in the name of a Holder or an assignee, such as TEN COM (=tenants in common), TEN ENT (=tenants by
the entirety), JT TEN (=joint tenants with rights of survivorship and not as tenants in common), CUST (=custodian) and U/G/M/A (=Uniform Gift to Minors Act). 
 20. CUSIP Numbers 
 Pursuant to a recommendation promulgated by the
Committee on Uniform Note Identification Procedures the Issuer has caused CUSIP numbers to be printed on the Notes. No representation is made as to the accuracy of such numbers as printed on the Notes and reliance may be placed only on the other
identification numbers placed thereon. 
 21. Successor Entity 
 When a successor entity assumes, in accordance with the Indenture, all the obligations of its predecessor under the Notes and the Indenture, and immediately before and thereafter no Default or Event of
Default exists and all other conditions of the Indenture are satisfied, the predecessor entity shall be released from those obligations. 

  
 A-12









 22. Governing Law 
 This Note shall be governed by, and construed in accordance with, the laws of the State of New York. 
 The Issuer shall furnish to any Holder upon written request and without charge to the Holder a copy of the Indenture which has in it the text of this Note in larger type. Requests may be made to:

 CommScope Holding Company, Inc. 
 1100 CommScope Place, S.E. 
 Hickory, NC 28602 

Facsimile: 828-324-2520 
 Attention: General Counsel 

  
 A-13









 ASSIGNMENT FORM 
 To assign this Note, fill in the form below: 
 I or we assign and transfer this Note to

  
  
 (Print or type assignee’s name, address and zip code) 
  

 
  
 (Insert assignee’s soc. sec. or tax I.D. No.) 
 and irrevocably appoint
                 agent to transfer this Note on the books of the Issuer. The agent may substitute another to act for him. 

 

											
	Date:	 	 	 		  		 	Your Signature:	 	 

  

							
	Signature Guarantee:	 	 	  		  	
		 	(Signature must be guaranteed)	  		  	

  
  

Sign exactly as your name appears on the other side of this Note. 
 The signature(s) should be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee
medallion program), pursuant to SEC Rule 17Ad-15. 

  
 A-14









 [TO BE ATTACHED TO GLOBAL NOTES] 

SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE 
 The initial principal amount of the Note shall be $ [            ]. The following increases or decreases in this Global Note have been
made: 
  

											
	 Date of
 Exchange
	  	Amount of decrease
in Principal
Amount of this
Global Note	  	Amount of increase
in Principal
Amount of
this
Global Note	  	PIK Increase	  	Principal Amount
of this Global 
Note
following such
decrease or increase	  	Signature of
authorized signatory
of Trustee or Notes
Custodian

  

  
 A-15









 OPTION OF HOLDER TO ELECT PURCHASE 

If you want to elect to have this Note purchased by the Issuer pursuant to Section 3.7 or 3.9 of the Indenture, check
the box: 
  

			
		
	 ̈    	 	     ̈
	3.7    	 	    3.9

 If you want to elect to have only part of this Note purchased by the Issuer pursuant to
Section 3.7 or 3.9 of the Indenture, state the amount in principal amount (must be in denominations of $2,000 or integral multiples of $1,000 in excess thereof): $ 

 

									
	Date:	 	 	 		 	Your Signature:	 	 
		 		 		 		 	(Sign exactly as your name appears on the other side of the Note)

  

					
	Signature Guarantee:	 	 	  	
		 	(Signature must be guaranteed)	  	

 The signature(s) should be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan
associations and credit unions with membership in an approved signature guarantee medallion program), pursuant to SEC Rule 17Ad-15. 

  
 A-16









 EXHIBIT B 
 FORM OF CERTIFICATE OF TRANSFER 
 CommScope Holding Company, Inc. 

1100 CommScope Place, S.E. 
 Hickory, NC 28602

 Facsimile: 828-324-2520 
 Attention:
General Counsel 
 Wilmington Trust, National Association 
 246 Goose Lane, Suite 105 
 Guilford, CT 06437 

Facsimile: 203-453-1183 
 Attention: Corporate
Capital Markets 
 Re: 6.625%/7.375% Senior PIK Toggle Notes due 2020 

Reference is hereby made to the Indenture, dated as of May 28, 2013 (the “Indenture”), between CommScope Holding
Company, Inc., as Issuer (the “Issuer”) and Wilmington Trust, National Association, as trustee (in such capacity, the “Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them
in the Indenture. 

                    (the
“Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $            in such
Note[s] or interests (the “Transfer”), to                     (the “Transferee”), as further specified in
Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: 
 [CHECK ALL THAT APPLY] 

 

					
	1.    	 	     ̈    	  	Check if Transferee will take delivery of a beneficial interest in the 144A Global Note or a Definitive Note pursuant to Rule 144A. The Transfer is being effected
pursuant to and in accordance with Rule 144A under the United States Securities Act of 1933, as amended (the “Securities Act”), and, accordingly, the Transferor hereby further certifies that the beneficial interest or Definitive
Note is being transferred to a Person that the Transferor reasonably believed and believes is purchasing the beneficial interest or Definitive Note for its own account, or for one or more accounts with respect to which such Person exercises sole
investment discretion, and such Person and each such account is a “qualified institutional buyer” within the meaning of Rule 144A in a transaction meeting the requirements of Rule 144A and such Transfer is in compliance with any applicable
blue sky securities laws of any state of the United States. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will be subject to the restrictions on
transfer enumerated in the Private Placement Legend printed on the 144A Global Note and/or the Definitive Note and in the Indenture and the Securities Act.


  
 B-1










					
	2.    	 	     ̈    	  	Check if Transferee will take delivery of a beneficial interest in the Regulation S Global Note or a Definitive Note pursuant to Regulation S. The Transfer is being
effected pursuant to and in accordance with Rule 903 or Rule 904 under the Securities Act and, accordingly, the Transferor hereby further certifies that (i) the Transfer is not being made to a Person in the United States and (x) at the time the buy
order was originated, the Transferee was outside the United States or such Transferor and any Person acting on its behalf reasonably believed and believes that the Transferee was outside the United States or (y) the transaction was executed in, on
or through the facilities of a designated offshore securities market and neither such Transferor nor any Person acting on its behalf knows that the transaction was prearranged with a buyer in the United States, (ii) no directed selling efforts have
been made in contravention of the requirements of Rule 903(b) or Rule 904(b) of Regulation S under the Securities Act, (iii) the transaction is not part of a plan or scheme to evade the registration requirements of the Securities Act and (iv) if the
proposed transfer is being made prior to the expiration of the Restricted Period, the transfer is not being made to a U.S. Person or for the account or benefit of a U.S. Person (other than an Initial Purchaser). Upon consummation of the proposed
transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will be subject to the restrictions on Transfer enumerated in the Private Placement Legend printed on the Regulation S Global Note and/or
the Definitive Note and in the Indenture and the Securities Act.
			
	3.    	 	     ̈    	  	Check and complete if Transferee will take delivery of a beneficial interest in an Unrestricted Global Note pursuant to any provision of the Securities Act other than Rule
144A or Regulation S. The Transfer is being effected in compliance with the transfer restrictions applicable to beneficial interests in Restricted Global Notes and Restricted Definitive Notes and pursuant to and in accordance with the
Securities Act and any applicable blue sky securities laws of any state of the United States, and accordingly the Transferor hereby further certifies that (check one):


 

					
			
		 	(a)         ̈    	  	such Transfer is being effected pursuant to and in accordance with Rule 144 under the Securities Act;
			
		 		  	or
			
		 	(b)         ̈    	  	or such Transfer is being effected to the Issuer or a subsidiary thereof;
			
		 		  	or
			
		 	(c)         ̈    	  	such Transfer is being effected pursuant to an effective registration statement under the Securities Act and in compliance with the prospectus delivery requirements of the
Securities Act.
		
	 4.         ̈
	 	Check if Transferee will take delivery of a beneficial interest in an Unrestricted Global Note or of an Unrestricted Definitive Note.
			
		 	
(a)         ̈    
	  	Check if Transfer is pursuant to Rule 144. (i) The Transfer is being effected pursuant to and in accordance with Rule 144 under the Securities Act and in compliance with
the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture


  
 B-2










					
		 		  	and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of
the Indenture, the transferred beneficial interest or Definitive Note will no longer be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes, on Restricted Definitive Notes and in
the Indenture.
			
		 	
(b)         ̈    
	  	Check if Transfer is pursuant to Regulation S. (i) The Transfer is being effected pursuant to and in accordance with Rule 903 or Rule 904 under the Securities Act and in
compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are
not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will no longer be subject to the
restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes, on Restricted Definitive Notes and in the Indenture.
			
		 	
(c)         ̈    
	  	Check if Transfer is pursuant to other exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of
the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on
transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred
beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture.

 This certificate and the statements contained herein are made for your benefit and the benefit of the
Issuer. 
  

			
	  

[Insert Name of Transferor]

		
	By:	 	 
		 	Name:
		 	Title:


 Dated:
                             

  
 B-3









 ANNEX A TO CERTIFICATE OF TRANSFER 

 

	1.	The Transferor owns and proposes to transfer the following: 

 [CHECK ONE OF (a) OR (b)] 
  

									
				
		  	(a)    	  	 ̈        	  	a beneficial interest in the:
					
		  		  	(i)	  	 ̈    	  	144A Global Note (CUSIP [         ]), or
					
		  		  	(ii)	  	 ̈    	  	Regulation S Global Note (CUSIP [         ]), or
				
		  	(b)	  	 ̈        	  	a Restricted Definitive Note.
		
	2.	  	After the Transfer the Transferee will hold:
	
	[CHECK ONE]
				
		  	(a)	  	 ̈        	  	a beneficial interest in the:
					
		  		  	(i)	  	 ̈    	  	144A Global Note (CUSIP [         ]), or
					
		  		  	(ii)	  	 ̈    	  	Regulation S Global Note (CUSIP [         ]), or
					
		  		  	(iii)	  	 ̈    	  	Unrestricted Global Note (CUSIP [         ]), or
				
		  	(b)	  	 ̈        	  	a Restricted Definitive Note; or
				
		  	(c)	  	 ̈        	  	an Unrestricted Definitive Note,
		
		  	in accordance with the terms of the Indenture.


  
 B-4









 EXHIBIT C 
 FORM OF CERTIFICATE OF EXCHANGE 
 CommScope Holding Company, Inc. 

1100 CommScope Place, S.E. 
 Hickory, NC 28602

 Facsimile: 828-324-2520 
 Attention:
General Counsel 
 Wilmington Trust, National Association 
 246 Goose Lane, Suite 105 
 Guilford, CT 06437 

Facsimile: 203-453-1183 
 Attention: Corporate
Capital Markets 
 Re: 6.625%/7.375% Senior PIK Toggle Notes due 2020 

(CUSIP [        ]) 
 Reference is hereby made to the Indenture, dated as of May 28, 2013 (the “Indenture”), between CommScope Holding Company, Inc., as Issuer (the “Issuer”) and
Wilmington Trust, National Association, as trustee (in such capacity, the “Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. 

                    (the
“Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of
$                     in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby
certifies that: 
 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for
Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note. 
 (a)
     ̈    Check if Exchange is from beneficial interest in a Restricted Global Note to beneficial interest in an Unrestricted Global Note. In
connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Note for a beneficial interest in an Unrestricted Global Note in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is
being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Global Notes and pursuant to and in accordance with the United States
Securities Act of 1933, as amended (the “Securities Act”), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act
and (iv) the beneficial interest in an Unrestricted Global Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. 

(b)      ̈    Check if Exchange
is from beneficial interest in a Restricted Global Note to Unrestricted Definitive Note. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Note for an Unrestricted Definitive Note, the Owner hereby
certifies (i) the Definitive Note is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected 

  
 C-1









 
in compliance with the transfer restrictions applicable to the Restricted Global Notes and pursuant to and in accordance with the Securities Act, (iii) the restrictions on transfer contained
in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the Definitive Note is being acquired in compliance with any applicable blue sky securities laws of any state of
the United States. 
 (c)
     ̈    Check if Exchange is from Restricted Definitive Note to beneficial interest in an Unrestricted Global Note. In connection with the
Owner’s Exchange of a Restricted Definitive Note for a beneficial interest in an Unrestricted Global Note, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer,
(ii) such Exchange has been effected in compliance with the transfer restrictions applicable to Restricted Definitive Notes and pursuant to and in accordance with the Securities Act, (iii) the restrictions on transfer contained in the
Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest is being acquired in compliance with any applicable blue sky securities laws of any state of
the United States. 
 (d)
     ̈    Check if Exchange is from Restricted Definitive Note to Unrestricted Definitive Note. In connection with the Owner’s Exchange
of a Restricted Definitive Note for an Unrestricted Definitive Note, the Owner hereby certifies (i) the Unrestricted Definitive Note is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected
in compliance with the transfer restrictions applicable to Restricted Definitive Notes and pursuant to and in accordance with the Securities Act, (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are
not required in order to maintain compliance with the Securities Act and (iv) the Unrestricted Definitive Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. 

2. Exchange of Restricted Definitive Notes or Beneficial Interests in Restricted Global Notes for Restricted Definitive Notes or
Beneficial Interests in Restricted Global Notes.  
 (a)      ̈    Check if Exchange is from beneficial interest in a Restricted Global Note to Restricted Definitive Note. In connection with the Exchange of the Owner’s beneficial
interest in a Restricted Global Note for a Restricted Definitive Note with an equal principal amount, the Owner hereby certifies that the Restricted Definitive Note is being acquired for the Owner’s own account without transfer. Upon
consummation of the proposed Exchange in accordance with the terms of the Indenture, the Restricted Definitive Note issued will continue to be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the
Restricted Definitive Note and in the Indenture and the Securities Act. 
 (b)      ̈    Check if Exchange is from Restricted Definitive Note to beneficial interest in a Restricted Global Note. In connection with the Exchange of the Owner’s Restricted
Definitive Note for a beneficial interest in the [CHECK ONE] _ 144A Global Note, _ Regulation S Global Note with an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own
account without transfer and (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Restricted Global Notes and pursuant to and in accordance with the Securities Act, and in compliance with any
applicable blue sky securities laws of any state of the United States. Upon consummation of the proposed Exchange in accordance with the terms of the Indenture, the beneficial interest issued will be subject to the restrictions on transfer
enumerated in the Private Placement Legend printed on the relevant Restricted Global Note and in the Indenture and the Securities Act. 

  
 C-2









 This certificate and the statements contained herein are made for your
benefit and the benefit of the Issuer. 
  

			
	 
	[Insert Name of Transferor]
		
	By:	 	 
		 	Name:
		 	Title:


 Dated:
                                     

  
 C-3