EXHIBIT 4.2 EXECUTION COPY ACC ESCROW CORP. SERIES A AND SERIES B 10% SENIOR NOTES DUE 2011 INDENTURE Dated as of August 8, 2003 Bank of Oklahoma, National AssociationIndenture • October 30th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • New York
BETWEENManagement Agreement • October 30th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • Oklahoma
AUGUST 19, 2003First Supplemental Indenture • October 30th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • New York
AGREEMENT ---------Stock Purchase Agreement • October 28th, 1998 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 5, 1999Merger Agreement • November 15th, 1999 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
RECITALSSupplemental Indenture • September 23rd, 1998 • American Cellular Corp /De/ • Radiotelephone communications
285,000,000 10 1/2% Senior Notes due 2008Indenture • August 4th, 1998 • American Cellular Corp /De/ • New York
AGREEMENT AND PLAN OF MERGER OF ACC ESCROW CORP. ANDMerger Agreement • October 30th, 2003 • American Cellular Corp /De/ • Radiotelephone communications
Exhibit 10.16 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 28th, 1998 • American Cellular Corp /De/ • Radiotelephone communications • New York
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 14th, 2001 • American Cellular Corp /De/ • Radiotelephone communications • New York
EXHIBIT 10.5 LICENSE AGREEMENT THIS LICENSE AGREEMENT (the "Agreement") is entered into this day of October 8, 2001 between H.O. SYSTEMS, INC., a corporation having its office at 222 West Oglethorpe Avenue, Savannah, GA 31401 ("H.O.") and AMERICAN...License Agreement • April 1st, 2002 • American Cellular Corp /De/ • Radiotelephone communications • Georgia
2. Waiver. Each of the parties to the Stockholders Agreement ------ acknowledges that, by executing this Agreement, such party shall be deemed, to the extent applicable, to have both given to, and received from, all other parties to the Stockholders...Termination Agreement • November 15th, 1999 • American Cellular Corp /De/ • Radiotelephone communications • New York
EXHIBIT 10.14 AMERICAN CELLULAR CORPORATION SUBSCRIPTION AGREEMENTSubscription Agreement • August 4th, 1998 • American Cellular Corp /De/
AGREEMENT ---------Registration Rights Agreement • September 23rd, 1998 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
AGREEMENT ---------Stockholders Agreement • September 23rd, 1998 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
BY AND AMONGRegistration Rights Agreement • October 30th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • New York
MASTER SERVICES AGREEMENT BETWEENMaster Services Agreement • December 13th, 2002 • American Cellular Corp /De/ • Radiotelephone communications • Ohio
WHEREAS, the Company, Executive and certain other investors have entered into (i) that certain Stock Purchase Agreement dated as of March 5, 1998, as amended effective March 31, 1998 (the "Stock Purchase Agreement"), with respect...Executive Agreement • August 4th, 1998 • American Cellular Corp /De/ • Illinois
AGREEMENT ---------Registration Rights Agreement • August 4th, 1998 • American Cellular Corp /De/ • Delaware
EXHIBIT 9.1 FORM OF STOCKHOLDER VOTING AGREEMENT This Agreement, made to be effective the 5th day of October, 1999, by and among those individuals and entities named as Stockholders on the signature pages hereto (each of whom is individually...Stockholder Voting Agreement • November 15th, 1999 • American Cellular Corp /De/ • Radiotelephone communications
STOCKHOLDERS AGREEMENTStockholders Agreement • August 4th, 1998 • American Cellular Corp /De/ • Delaware
PLEDGE AND ESCROW AGREEMENTPledge and Escrow Agreement • August 4th, 1998 • American Cellular Corp /De/ • New York
R E C I T A L SCredit Agreement • June 4th, 2001 • American Cellular Corp /De/ • Radiotelephone communications
AMENDMENT NO. 1 TO PURCHASE AND LICENSE AGREEMENT BETWEEN DOBSON COMMUNICATIONS CORPORATION AND NORTEL NETWORKS INC.Purchase and License Agreement • November 14th, 2002 • American Cellular Corp /De/ • Radiotelephone communications
RECITALSCredit Agreement • April 1st, 2002 • American Cellular Corp /De/ • Radiotelephone communications
EXHIBIT 10.16GSM Operating Agreement • July 28th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
EQUITY INTEREST PURCHASE AGREEMENT By and Between GLOBAL TOWER, LLC and AMERICAN CELLULAR CORPORATION March 14, 2005Equity Interest Purchase Agreement • May 10th, 2005 • American Cellular Corp /De/ • Radiotelephone communications • New York
Equity Interest Purchase Agreement, dated as of March 14, 2005, by and between Global Tower, LLC, a Delaware limited liability company (“Buyer”), and American Cellular Corporation, a Delaware corporation (“Seller”).
14201 Wireless Way Oklahoma City, OK 73134 (hereinafter referred to as "ACC")Roaming Agreement • July 28th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
RECITALSTdma Operating Agreement • July 28th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
RECITALSTax Allocation Agreement • October 30th, 2003 • American Cellular Corp /De/ • Radiotelephone communications • Oklahoma
AMENDMENT NO. 2 TO PURCHASE AND LICENSE AGREEMENT BETWEEN DOBSON COMMUNICATIONS CORPORATION AND NORTEL NETWORKS INC.Purchase and License Agreement • November 12th, 2004 • American Cellular Corp /De/ • Radiotelephone communications
This Amendment No. 2 (“Amendment 2”) is effective as of this 9th day of June 2004, by and between Dobson Communications Corporation (“Dobson”) and its Affiliates, as defined in Annex 2, (jointly or individually, as the case may be (“Customer”), and Nortel Networks Inc. (hereinafter referred to as “Nortel Networks”).
EXHIBIT 99.3 ROAMING AGREEMENTS WITH AT&T WIRELESS On July 11, 2003, Dobson Communications and we each entered into a GSM/GPRS roaming agreement and a GSM/GPRS operating agreement with AT&T Wireless, or AWS. The following is a summary of these...Roaming Agreement • July 14th, 2003 • American Cellular Corp /De/ • Radiotelephone communications
On July 11, 2003, Dobson Communications and we each entered into a GSM/GPRS roaming agreement and a GSM/GPRS operating agreement with AT&T Wireless, or AWS. The following is a summary of these GSM/GPRS roaming and operating agreements.
AGREEMENT AND PLAN OF MERGER among AMERICAN CELLULAR CORPORATION, HIGHLAND CELLULAR HOLDINGS, INC., HIGHLAND CELLULAR, LLC, HIGHLAND ACQUISITION SUB, LLC, and HIGHLAND CELLULAR HOLDINGS, INC., in its capacity as the Equityholders’ Representative, and,...Merger Agreement • May 12th, 2006 • American Cellular Corp /De/ • Radiotelephone communications • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 10, 2006 by and among AMERICAN CELLULAR CORPORATION, a Delaware corporation (“Acquiror”), HIGHLAND ACQUISITION SUB, LLC, a Delaware limited liability company (“Merger Sub”), HIGHLAND CELLULAR, LLC, a Delaware limited liability company (the “Company”), HIGHLAND CELLULAR HOLDINGS, INC., a Delaware corporation, (“Parent”), HIGHLAND CELLULAR HOLDINGS, INC., in its capacity as the Equityholders’ Representative (as defined below), TOM ATTAR for purposes of Section 6.07 and FARAMARZ ATTAR for purposes of Sections 6.07 and 9.08.
