Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
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1: 10-K Tmus Form 10-K HTML 2.05M
2: EX-4.41 Tmus Exhibit 4.41 HTML 64K
5: EX-10.10 Tmus Exhibit 10.10 HTML 54K
6: EX-10.11 Tmus Exhibit 10.11 HTML 92K
3: EX-10.3 Tmus Exhibit 10.3 HTML 76K
7: EX-10.30 Tmus Exhibit 10.30 HTML 60K
8: EX-10.45 Tmus Exhibit 10.45 HTML 69K
4: EX-10.7 Tmus Exhibit 10.7 HTML 54K
9: EX-10.75 Tmus Exhibit 10.75 HTML 50K
10: EX-21.1 Tmus Exhibit 21.1 HTML 49K
11: EX-23.1 Tmus Exhibit 23.1 HTML 38K
12: EX-31.1 Tmus Exhibit 31.1 HTML 44K
13: EX-31.2 Tmus Exhibit 31.2 HTML 45K
14: EX-32.1 Tmus Exhibit 32.1 HTML 39K
15: EX-32.2 Tmus Exhibit 32.2 HTML 39K
22: R1 Document and Entity Information HTML 72K
23: R2 Consolidated Balance Sheets HTML 151K
24: R3 Consolidated Balance Sheets (Parenthetical) HTML 52K
25: R4 Consolidated Statements of Comprehensive Income HTML 142K
26: R5 Consolidated Statements of Comprehensive Income HTML 46K
(Parenthetical)
27: R6 Consolidated Statements of Cash Flows HTML 174K
28: R7 Consolidated Statements of Cash Flows HTML 43K
(Parenthetical)
29: R8 Consolidated Statement of Stockholders' Equity HTML 134K
30: R9 Consolidated Statement of Stockholders' Equity HTML 43K
(Parenthetical)
31: R10 Summary of Significant Accounting Policies HTML 255K
32: R11 Business Combinations HTML 93K
33: R12 Receivables and Allowance for Credit Losses HTML 137K
34: R13 Sales of Certain Receivables HTML 91K
35: R14 Property and Equipment HTML 93K
36: R15 Goodwill, Spectrum License Transactions and Other HTML 106K
Intangible Assets
37: R16 Fair Value Measurements HTML 89K
38: R17 Debt HTML 187K
39: R18 Tower Obligations HTML 54K
40: R19 Revenue from Contracts with Customers HTML 84K
41: R20 Employee Compensation and Benefit Plans HTML 117K
42: R21 Repurchases of Common Stock HTML 55K
43: R22 Income Taxes HTML 147K
44: R23 Earnings Per Share HTML 79K
45: R24 Commitments and Contingencies HTML 58K
46: R25 Additional Financial Information HTML 157K
47: R26 Guarantor Financial Information HTML 1.06M
48: R27 Quarterly Financial Information (Unaudited) HTML 120K
49: R28 Summary of Significant Accounting Policies HTML 331K
(Policies)
50: R29 Summary of Significant Accounting Policies HTML 122K
(Tables)
51: R30 Business Combinations (Tables) HTML 72K
52: R31 Receivables and Allowance for Credit Losses HTML 137K
(Tables)
53: R32 Sales of Certain Receivables (Tables) HTML 78K
54: R33 Property and Equipment (Tables) HTML 92K
55: R34 Goodwill, Spectrum License Transactions and Other HTML 98K
Intangible Assets (Tables)
56: R35 Fair Value Measurements (Tables) HTML 70K
57: R36 Debt (Tables) HTML 161K
58: R37 Tower Obligations (Tables) HTML 45K
59: R38 Revenue from Contracts with Customers (Tables) HTML 70K
60: R39 Employee Compensation and Benefit Plans (Tables) HTML 107K
61: R40 Repurchases of Common Stock (Tables) HTML 48K
62: R41 Income Taxes (Tables) HTML 149K
63: R42 Earnings Per Share (Tables) HTML 77K
64: R43 Additional Financial Information (Tables) HTML 154K
65: R44 Guarantor Financial Information (Tables) HTML 1.05M
66: R45 Quarterly Financial Information (Unaudited) HTML 118K
(Tables)
67: R46 Summary of Significant Accounting Policies - HTML 199K
Narrative (Details)
68: R47 Summary of Significant Accounting Policies - HTML 65K
Schedule of Cumulative Impact of Adoption
(Details)
69: R48 Summary of Significant Accounting Policies - HTML 200K
Schedule of Impact of Adoption on Condensed
Consolidated Financial Statements (Details)
70: R49 Business Combinations - Narrative (Details) HTML 136K
71: R50 Business Combinations - Schedule of Assets HTML 104K
Acquired and Liabilities Assumed (Details)
72: R51 Business Combinations - Consideration Transferred HTML 50K
- Iowa Wireless (Details)
73: R52 Receivables and Allowance for Credit Losses - EIP HTML 57K
Receivables (Details)
74: R53 Receivables and Allowance for Credit Losses - HTML 63K
Unamortized Imputed Discount and Allowance for
Credit Losses (Details)
75: R54 Receivables and Allowance for Credit Losses - HTML 62K
Gross EIP Receivables by Credit Category (Details)
76: R55 Sales of Certain Receivables - Sales of Service HTML 54K
Receivables (Details)
77: R56 Sales of Certain Receivables - Sales of EIP HTML 53K
Receivables (Details)
78: R57 Sales of Certain Receivables - Sales of HTML 85K
Receivables and Continuing Involvement (Details)
79: R58 Property and Equipment (Details) HTML 76K
80: R59 Property and Equipment - Leased Wireless Devices HTML 61K
(Details)
81: R60 Property and Equipment - Asset Retirement HTML 58K
Obligation (Details)
82: R61 Goodwill, Spectrum License Transactions and Other HTML 48K
Intangible Assets - Schedule of Changes in
Carrying Amount of Goodwill (Details)
83: R62 Goodwill, Spectrum License Transactions and Other HTML 42K
Intangible Assets - Narrative (Details)
84: R63 Goodwill, Spectrum License Transactions and Other HTML 82K
Intangible Assets - Spectrum Licenses (Details)
85: R64 Goodwill, Spectrum License Transactions and Other HTML 90K
Intangible Assets - Other Intangible Assets
(Details)
86: R65 Fair Value Measurements - Narrative (Details) HTML 62K
87: R66 Fair Value Measurements - Fair Value of Short-term HTML 62K
Investments and Long-term Debt (Details)
88: R67 Debt - Schedule of Debt (Details) HTML 145K
89: R68 Debt - Debt to Third Parties - Issuances and HTML 74K
Borrowings (Details)
90: R69 Debt - Debt to Third Parties - Notes Redemption HTML 66K
(Details)
91: R70 Debt - Debt to Affiliates - Issuances and HTML 82K
Borrowings (Details)
92: R71 Debt - Debt to Affiliates - Incremental Term Loan HTML 55K
Facility (Details)
93: R72 Debt - Debt to Affiliates - Revolving Credit HTML 70K
Facility (Details)
94: R73 Debt - Debt to Affiliates - Commitment Letter HTML 54K
(Details)
95: R74 Debt - Debt to Affiliates - Financing Matters HTML 88K
Agreement and Consents on Debt to Third-Parties
(Details)
96: R75 Debt - Financing Arrangements and Revolving Credit HTML 94K
Facility (Details)
97: R76 Debt - Capital Leases (Details) HTML 56K
98: R77 Debt - Standby Letters of Credit (Details) HTML 43K
99: R78 Tower Obligations - Narrative (Details) HTML 69K
100: R79 Tower Obligations - Sale Leaseback Transaction HTML 42K
(Details)
101: R80 Tower Obligations - Future Minimum Payments HTML 45K
(Details)
102: R81 Revenue from Contracts with Customers - HTML 56K
Disaggregation of Revenue (Details)
103: R82 Revenue from Contracts with Customers - Contract HTML 53K
Balances (Details)
104: R83 Revenue from Contracts with Customers - Remaining HTML 46K
Performance Obligations, Branded Postpaid
Contracts (Details)
105: R84 Revenue from Contracts with Customers - Remaining HTML 48K
Performance Obligations (Details)
106: R85 Revenue from Contracts with Customers - Contract HTML 46K
Costs (Details)
107: R86 Employee Compensation and Benefit Plans - HTML 65K
Narrative (Details)
108: R87 Employee Compensation and Benefit Plans - Schedule HTML 55K
of Stock-based Compensation Expense and Related
Income Tax Benefits (Details)
109: R88 Employee Compensation and Benefit Plans - Schedule HTML 99K
of Restricted Stock and Unit Awards and
Performance Restricted Stock Units Activity
(Details)
110: R89 Employee Compensation and Benefit Plans - Employee HTML 50K
Stock Purchase Plan (Details)
111: R90 Employee Compensation and Benefit Plans - Stock HTML 76K
Options (Details)
112: R91 Employee Compensation and Benefit Plans - Employee HTML 46K
Retirement Savings and Legacy Long-Term Incentive
Plan (Details)
113: R92 Repurchases of Common Stock - Narrative (Details) HTML 72K
114: R93 Repurchases of Common Stock - Schedule of HTML 46K
Repurchases of Common Stock (Details)
115: R94 Income Taxes - Income Tax Domestic and Foreign HTML 44K
(Details)
116: R95 Income Taxes - Components of Income Tax Expense HTML 68K
(Details)
117: R96 Income Taxes - Effective Income Tax Rate HTML 72K
Reconciliation (Details)
118: R97 Income Taxes - Deferred Tax Assets and Liabilities HTML 81K
(Details)
119: R98 Income Taxes - Narrative (Details) HTML 68K
120: R99 Income Taxes - Unrecognized Tax Benefits (Details) HTML 52K
121: R100 Earnings Per Share - Computation of Basic and HTML 94K
Diluted Earnings Per Share (Details)
122: R101 Earnings Per Share - Narrative (Details) HTML 47K
123: R102 Commitments and Contingencies - Narrative HTML 101K
(Details)
124: R103 Additional Financial Information - Accounts HTML 72K
Payable and Accrued Liabilities (Details)
125: R104 Additional Financial Information - Narrative HTML 51K
(Details)
126: R105 Additional Financial Information - Schedule of HTML 117K
Hurricane Impacts (Details)
127: R106 Additional Financial Information - Related Party HTML 49K
Transactions (Details)
128: R107 Guarantor Financial Information - Condensed HTML 227K
Consolidating Balance Sheet Information (Details)
129: R108 Guarantor Financial Information - Condensed HTML 245K
Consolidating Statement of Comprehensive Income
Information (Details)
130: R109 Guarantor Financial Information - Condensed HTML 204K
Consolidating Statement of Cash Flows Information
(Details)
131: R110 Quarterly Financial Information (Unaudited) HTML 79K
(Details)
133: XML IDEA XML File -- Filing Summary XML 239K
132: EXCEL IDEA Workbook of Financial Reports XLSX 188K
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SECOND AMENDMENT TO MPL SITE MASTER LEASE AGREEMENT
THIS SECOND AMENDMENT to MPL SITE MASTER LEASE AGREEMENT (this “Second Amendment”) is entered into effective as of October 31, 2014 (the “Effective Date”) by and among CCTMO LLC, a Delaware limited liability company (“CCTMO”), T-Mobile USA, Inc., a Delaware corporation (“T-Mobile Parent”), and each
T-Mobile Collocator entity named on the signature pages below (“T-Mobile Collocators”). Each T-Mobile Collocator, T-Mobile Parent and CCTMO may hereinafter be referred to individually as the “Party” or collectively as the “Parties”. T-Mobile West Tower LLC and T-Mobile USA Tower LLC, the “T-Mobile SPEs” in the certain Management Agreement between and among the T-Mobile SPEs, the T-Mobile Contributors, the Tower Operator and the Sale Site Subsidiaries named therein, dated as of November 30, 2012, hereby join in this Second Amendment for the sole purpose of consenting to the form of T-Mobile Tower Equipment Approval and the process for its use
as described herein with respect to Managed Sites that are subject to the Management Agreement.
RECITALS:
WHEREAS, the T-Mobile Collocators (including Wireless Alliance, LLC which subsequently merged into T-Mobile Central LLC), the T-Mobile Parent and CCTMO entered into a certain MPL Site Master Lease Agreement dated as of November 30, 2012, which was amended by a certain First Amendment to MPL Site Master Lease Agreement dated effective as of November 30, 2012 (as amended, the “MLA”); and
WHEREAS, the Parties intend to agree upon a form of amendment to be used to amend Site Lease Agreements executed pursuant to the MLA (the “SLA”
or “SLAs”) only when CCTMO has approved a T-Mobile Collocator application to install and operate Communications Equipment at a Site that meets the definition of “T-Mobile Reserved Amount of Tower Equipment” as set forth in Section 9(c) of the MLA, without any increase in the T-Mobile Total Rent Amount (or “Use Fees” if the Site is a Managed Site).
AGREEMENT:
NOW THEREFORE, in consideration of the foregoing and the representations, warranties and agreements contained in this Second Amendment, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:
1) Recitals and Defined Terms.
The foregoing recitals are incorporated herein. Capitalized terms shall have the same meanings set forth in the MLA, unless otherwise defined herein.
2) Form of T-Mobile Reserved Amount of Tower Equipment Approval. The parties hereto agree that in the event that CCTMO approves the application of a T-Mobile Collocator to install and operate at a Site, additional T-Mobile Communications Equipment that meets the definition of and conforms to the parameters of “T-Mobile Reserved Amount of Tower Equipment” as set forth in Section 9(c) of the MLA and which therefore may be installed (provided all other requirements of the MLA are satisfied), without any increase in the T-Mobile Total Rent Amount (or “Use Fees” if the Site is a Managed Site) then the form of T-Mobile Tower Equipment Approval, attached hereto as Exhibit A shall be used
to amend the subject SLA.
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3) Deemed Approval of T-Mobile Tower Equipment Approval, Enforceability. If the subject T-Mobile Collocator or its designated contractor does not deliver written objection to the terms of a T-Mobile Tower Equipment Approval, that was properly prepared by CCTMO and delivered to said T-Mobile Collocator in accordance with this Second Amendment, within sixty (60) days of the date of its delivery to T-Mobile Collocator or its designated contractor, then the subject T-Mobile Tower Equipment Approval shall be deemed to have been approved by T-Mobile and it shall be fully enforceable and legally binding on CCTMO and the T-Mobile Collocator that is party to
the subject SLA, to the same extent as if it had been manually executed by both parties.
4) Effect of Amendment; Conflicts. Except as previously amended and as amended by this Second Amendment, the MLA shall remain in full force and effect. In the event of a conflict between the terms of the MLA and this Second Amendment, the terms of this Second Amendment shall govern and control the obligations and liabilities of the Parties.
5) Counterparts; Scanned. This Second Amendment may be executed by original, facsimile, or electronic signatures (complying with the U.S. Federal ESIGN Act of 2000, 15 U.S.C. 96) and in any number of counterparts which will be considered one instrument. Counterparts, signed facsimile and electronic copies of this Agreement
will legally bind the Parties to the same extent as original documents.
IN WITNESS WHEREOF, the parties have executed this Second Amendment as of the Effective Date.
For Equipment within the T-Mobile Reserved Amount of Tower Equipment
This
T-Mobile Tower Equipment Approval ("Approval") is sent and agreed upon pursuant and subject to that certain [INSERT either “Second Amendment to MPL Site Master Lease Agreement” or “Second Amendment to Sale Site Master Lease Agreement”, as applicable] _________________, dated ____________, 2014 (the “Second Amendment”) and subject to the certain [INSERT either “MPL Site Master Lease Agreement” or “Sale Site Master Lease Agreement”, as applicable] _________________, dated November 30, 2012, entered into by and among [INSERT either “CCTMO LLC (“Crown”)” if the site is subject to the MPL Site MLA, or “CCTM1 LLC and CCTM2 LLC (collectively, and each individually, “Crown”)” if the
site is subject to the Sale Site MLA] _________________, T-Mobile USA, Inc. and the T-Mobile Collocator entities identified therein, as amended (the "MLA"). The T-Mobile Collocator entity that is party to the Site Location Agreement identified below (the “SLA”) is referred to herein as “T-Mobile”. This Approval amends the SLA to permit the installation and operation of certain Communications Equipment that meets the definition of “T-Mobile Reserved Amount of Tower Equipment” as set forth in Section 9(c) of the MLA, without any increase in the T-Mobile Total Rent Amount (or “Use Fees” if the Site is a Managed Site) at the Site identified below (the “Site”).
AMENDMENT OF SLA TO PERMIT NEW EQUIPMENT: The new T-Mobile Communications Equipment described in ATTACHMENT A hereto (the “New Equipment”) and modifications to the existing T-Mobile Communications Equipment, if any, described in ATTACHMENT A hereto (the “Modifications”) have been determined to be within the parameters of the T-Mobile Reserved Amount of Tower Equipment, and the SLA is hereby amended to permit the New Equipment to be installed and operated on the Site and the performance of the other Modifications, if any, as described in ATTACHMENT A. This Approval has no effect on T-Mobile's existing
rights to use ground space at the Site.
Pursuant and subject to the Second Amendment and the MLA, if T-Mobile or its designated contractor does not deliver written objection to the terms of this Approval to Crown within sixty (60) days of the date of its delivery to T-Mobile or its designated contractor, this Approval shall be deemed to have been approved by T-Mobile.
Crown Identifiers:
BU#:
Existing Agreement#:
Site
Name:
Application #:
Application Revision #:
T-Mobile Identifier:
Site ID:
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ATTACHMENT A
[INSERT
COPY OF APPROVED SITE ENGINEERING APPLICATION]
5
Dates Referenced Herein and Documents Incorporated by Reference
