Standard Contracts
SUBSCRIPTION AGREEMENT Dated as of October 17, 2002 By and among TELEFÓNICA MÓVILES, S.A., PORTUGAL TELECOM, SGPS, S.A., PT MÓVEIS, SGPS, S.A., and BRASILCEL B.V. In relation to BRASILCEL B.V.Subscription Agreement • January 31st, 2005 • Telefonica Mobile Inc • Radiotelephone communications
TELEFÓNICA MÓVILES, S.A., a corporation duly organised, existing and established in accordance with the laws of the Kingdom of Spain, (“Spain”), with head offices at Goya 24, Madrid, Spain, represented herein in accordance with its bylaws (“TEM”);
September 17, 2004 Telesp Celular Participações S.A. Arcadio Martinez, Gilmar Camurra, Ademir Mallmann Portugal Telecom Shakhaf Wine Telefónica Móviles Ernesto López Mozo Dear Sirs:Loan Agreement • September 21st, 2004 • Telefonica Mobile Inc • Radiotelephone communications
Banco ABN AMRO Real S.A. (“ABN AMRO”) is pleased to provide this commitment to grant Telesp Celular Participações SA (“TCP” or the “Borrower”) with an up to BRL 902,000,000 loan (“Loan”) in connection with TCP’s acquisition of shares of Tele Centro Oeste Celular Participações S.A. (“TCO”). It is our understanding that the Loan is necessary to provide TCP with immediate funds to liquidate the recently announced tender offer for up to 84.3 billion preferred shares of TCO.
SHAREHOLDERS AGREEMENT Dated as of October 17, 2002 Amended as noted for the purposes of this filing as of December 3, 2004 By and among TELEFÓNICA MÓVILES, S.A., PORTUGAL TELECOM, SGPS, S.A., PT MÓVEIS, SGPS, S.A., and BRASILCEL B.V., in relation to...Shareholders Agreement • January 31st, 2005 • Telefonica Mobile Inc • Radiotelephone communications
TELEFÓNICA MÓVILES, S.A., a corporation duly organized, existing and established in accordance with the laws of the Kingdom of Spain (“Spain”), with head offices at Goya 24, Madrid, Spain, represented herein in accordance with its bylaws (“TEM”);
STOCK PURCHASE AGREEMENT BY AND AMONG TELEFÓNICA MÓVILES, S.A., EACH OF THE ENTITIES LISTED ON SCHEDULE I HERETO, AND BELLSOUTH CORPORATION (for purposes of the Sections and Articles identified in the Preamble only) Dated as of March 5, 2004Stock Purchase Agreement • July 9th, 2004 • Telefonica Mobile Inc • Radiotelephone communications • New York
THIS AGREEMENT is made as of the 5th day of March, 2004, by and among Telefónica Móviles, S.A., a corporation organized under the laws of the Kingdom of Spain (“Purchaser”), each of the entities listed on Schedule I, each of which is organized under the laws of the jurisdiction set forth opposite its name on Schedule I (each, a “Seller” and collectively, the “Sellers”) and, for purposes of Sections 3.1(e), 6.13(b), 6.16, 6.17, 6.18, 6.19, 6.20, 6.21, 6.23, 6.24, 6.25, 6.26, 6.38, 6.40, 8.2 and 8.3 and Articles X, XI and XII only, BellSouth Corporation, a corporation organized under the laws of the State of Georgia (“Seller Parent”). Certain capitalized terms used herein are defined in Article I.
SHAREHOLDERS AGREEMENT Dated as of October 17, 2002 By and among TELEFÓNICA MÓVILES, S.A., PORTUGAL TELECOM, SGPS, S.A., PT MÓVEIS, SGPS, S.A., and BRASILCEL B.V., in relation to BRASILCEL B.V.Shareholder Agreement • June 27th, 2003 • Telefonica Mobile Inc • Radiotelephone communications
Pages where confidential teatment has been requested are stamped ‘Confidential Treatment Requested and the Redacted Material has been separately filed with the Commission’, and the confidential section has been marked with a star (*).
JOURNAL No. 4151 – 2004 SHARE PURCHASE AGREEMENT BY AND BETWEEN COMPAÑIA DE TELECOMUNICACIONES DE CHILE S.A. ET AL. AND INVERSIONES TELEFONICA MOVILES HOLDING LIMITADA ET AL.Share Purchase Agreement • June 23rd, 2005 • Telefonica Mobile Inc • Radiotelephone communications
In Santiago, Chile, on July 23, 2004, before me, RAUL UNDURRAGA LASO, attorney, notary public of Santiago, of this domicile, MacIver 225, Suite 302, Regular Notary of Notarial Office No. 29, there appeared:
MERCANTILE LINE OF CREDIT between TELEFÓNICA MÓVILES ESPAÑA, S.A. Sole Shareholder Company and TELEFÓNICA MÓVILES, S.A. of the amount of 2,000,000,000 Euros (28th June 2004)Line of Credit Agreement • September 21st, 2004 • Telefonica Mobile Inc • Radiotelephone communications
TELEFÓNICA MÓVILES ESPAÑA, Sole Shareholder Company (hereinafter, indistinctly, "MOVILES ESPAÑA” or “Lender”), with T.I.N. A-78.923.125, registered office at Plaza de la Independencia 6, 28001, Madrid, represented at this act by Mr Javier Aguilera Arauzo, holder of T.I.N. 51.610.270-H, and Mr Alfredo Rambla Bel, holder of T.I.N. 382.235-K.
