Common use of Termination of VoiceStream Voting Agreement and other Agreements with Stockholders Clause in Contracts

Termination of VoiceStream Voting Agreement and other Agreements with Stockholders. The VoiceStream Voting Agreement, the Parent Stockholder Agreement dated as of September 17, 1999 by and between Telephone and Data Systems, Inc. ("TDS") and certain stockholders of Aerial Communications and VoiceStream, the Stockholders Agreement by and among WWC, Hutcxxxxxx Xxxecommunications PCS (USA) Limited and VoiceStream, the Investor Agreement, dated as of June 23, 1999 by and among Hutcxxxxxx Xxxecommunications PCS (USA) Limited and VoiceStream, the Stockholders Agreement dated September 17, 1999 by and among TDS and VoiceStream, the Registration Rights Agreement by and among VoiceStream and TDS dated May 4, 2000, the Investor Agreement by and among TDS and VoiceStream, dated as of May 4, 2000, the Investor Agreement by and among Sonera Ltd. and VoiceStream dated as of September 17, 1999, the Registration Rights Agreement between VoiceStream and Sonera Ltd. dated as of September 17, 1999, the Registration Rights Agreement by and among VoiceStream and certain stockholders of VoiceStream, dated May 3, 1999, and the Amended and Restated Registration Rights Agreement by and among Omnipoint Corporation and the other parties named therein, dated June 29, 1995, shall, in consideration of the undertakings by DT under this Agreement and the Merger Agreement, be terminated and be of no further force or effect effective at the Effective Time. Each of the Stockholders agrees that (a) until the earlier of (x) the later of January 1, 2001 and the date of the VoiceStream Stockholders' Meeting, and (y) the termination of the Merger Agreement, such Stockholder shall not exercise any registration rights and (b) from the date hereof until the earlier of the termination of the Merger Agreement or the Effective Time, such Stockholder shall not be entitled to the benefit of any preemption rights that such Stockholder may have under the agreements listed in the immediately preceding sentence as a result of the investment contemplated by the DT Financing Agreements. None of the agreements so listed shall be amended or modified in a manner inconsistent with the terms of this Agreement without DT's prior written approval.

Termination of VoiceStream Voting Agreement and other Agreements with Stockholders. The VoiceStream Voting Agreement, the Parent Stockholder Agreement dated as of September 17, 1999 by and between Telephone and Data Systems, Inc. ("TDS") and certain stockholders of Aerial Communications and VoiceStream, the Stockholders Agreement by and among WWC, Hutcxxxxxx Xxxecommunications PCS Hutchinson Telecommunications XXX (USAXXX) Limited and VoiceStream, the Investor Agreement, dated as of June 23, 1999 by and among Hutcxxxxxx Xxxecommunications PCS Hutchinson Telecommunications XXX (USAXXX) Limited and VoiceStream, the Stockholders Agreement dated September 17, 1999 by and among TDS and VoiceStream, the Registration Rights Agreement by and among VoiceStream and TDS dated May 4, 2000, the Investor Agreement by and among TDS and VoiceStream, dated as of May 4, 2000, the Investor Agreement by and among Sonera Ltd. and VoiceStream dated as of September 17, 1999, the Registration Rights Agreement between VoiceStream and Sonera Ltd. dated as of September 17, 1999, the Registration Rights Agreement by and among VoiceStream and certain stockholders of VoiceStream, dated May 3, 1999, and the Amended and Restated Registration Rights Agreement by and among Omnipoint Corporation and the other parties named therein, dated June 29, 1995, shall, in consideration of the undertakings by DT under this Agreement and the Merger Agreement, be terminated and be of no further force or effect effective at the Effective Time. Each of the Stockholders agrees that (a) until the earlier of (x) the later of January 1, 2001 and the date of the VoiceStream Stockholders' Meeting, and (y) the termination of the Merger Agreement, such Stockholder shall not exercise any registration rights and (b) from the date hereof until the earlier of the termination of the Merger Agreement or the Effective Time, such Stockholder shall not be entitled to the benefit of any preemption rights that such Stockholder may have under the agreements listed in the immediately preceding sentence as a result of the investment contemplated by the DT Financing Agreements. None of the agreements so listed shall be amended or modified in a manner inconsistent with the terms of this Agreement without DT's prior written approval.

Termination of VoiceStream Voting Agreement and other Agreements with Stockholders. The VoiceStream Voting Agreement, the Parent Stockholder Agreement dated as of September 17, 1999 by and between Telephone and Data Systems, Inc. ("TDS") Stockholder and certain stockholders of Aerial Communications Inc. and VoiceStream, the Stockholders Agreement by and among WWC, Hutcxxxxxx Xxxecommunications PCS (USA) Limited and VoiceStream, the Investor Agreement, dated as of June 23, 1999 by and among Hutcxxxxxx Xxxecommunications PCS (USA) Limited and VoiceStream, the Stockholders Agreement dated September 17, 1999 by and among TDS Stockholder and VoiceStream, the Registration Rights Agreement by and among VoiceStream and TDS Stockholder dated May 4, 2000, the Investor Agreement by and among TDS Stockholder and VoiceStream, dated as of May 4, 2000, the Investor Agreement by and among Sonera Ltd. and VoiceStream dated as of September 17, 1999, the Registration Rights Agreement between VoiceStream and Sonera Ltd. dated as of September 17, 1999, the Registration Rights Agreement by and among VoiceStream and certain stockholders of VoiceStream, dated May 3, 1999, and the Amended and Restated Registration Rights Agreement by and among Omnipoint Corporation and the other parties named therein, dated June 29, 1995, shall, in consideration of the undertakings by DT under this Agreement and the Merger Agreement, be terminated and be of no further force or effect effective at the Effective Time. Each of Except as set forth in the Stockholders Side Letter Agreement, Stockholder agrees that (a) until the earlier of (x) the later of January 1, 2001 and the date of the VoiceStream Stockholders' Meeting, and (y) the termination of the Merger Agreement, such Stockholder shall not exercise any registration rights and (b) from the date hereof until the earlier of the termination of the Merger Agreement or the Effective Time, such Stockholder shall not be entitled to the benefit of any preemption rights that such Stockholder may have under the agreements listed in the immediately preceding sentence as a result of the investment contemplated by the DT Financing Agreements. None of the agreements so listed shall be amended or modified in a manner inconsistent with the terms of this Agreement without DT's prior written approval.

Termination of VoiceStream Voting Agreement and other Agreements with Stockholders. The VoiceStream Voting Agreement, the Parent Stockholder Agreement dated as of September 17, 1999 by and between Telephone and Data Systems, Inc. ("TDS") Stockholder and certain stockholders of Aerial Communications Inc. and VoiceStream, the Stockholders Agreement by and among WWC, Hutcxxxxxx Xxxecommunications Xxxxxxxxxx Telecommunications PCS (USA) Limited and VoiceStream, the Investor Agreement, dated as of June 23, 1999 by and among Hutcxxxxxx Xxxecommunications Xxxxxxxxxx Telecommunications PCS (USA) Limited and VoiceStream, the Stockholders Agreement dated September 17, 1999 by and among TDS Stockholder and VoiceStream, the Registration Rights Agreement by and among VoiceStream and TDS Stockholder dated May 4, 2000, the Investor Agreement by and among TDS Stockholder and VoiceStream, dated as of May 4, 2000, the Investor Agreement by and among Sonera Ltd. and VoiceStream dated as of September 17, 1999, the Registration Rights Agreement between VoiceStream and Sonera Ltd. dated as of September 17, 1999, the Registration Rights Agreement by and among VoiceStream and certain stockholders of VoiceStream, dated May 3, 1999, and the Amended and Restated Registration Rights Agreement by and among Omnipoint Corporation and the other parties named therein, dated June 29, 1995, shall, in consideration of the undertakings by DT under this Agreement and the Merger Agreement, be terminated and be of no further force or effect effective at the Effective Time. Each of Except as set forth in the Stockholders Side Letter Agreement, Stockholder agrees that (a) until the earlier of (x) the later of January 1, 2001 and the date of the VoiceStream Stockholders' Meeting, and (y) the termination of the Merger Agreement, such Stockholder shall not exercise any registration rights and (b) from the date hereof until the earlier of the termination of the Merger Agreement or the Effective Time, such Stockholder shall not be entitled to the benefit of any preemption rights that such Stockholder may have under the agreements listed in the immediately preceding sentence as a result of the investment contemplated by the DT Financing Agreements. None of the agreements so listed shall be amended or modified in a manner inconsistent with the terms of this Agreement without DT's prior written approval.