EXHIBIT 99.2 CERBERUS CAPITAL MANAGEMENT, L.P. 450 Park Avenue, 28{th} Floor New York, New York 10022 May 17, 1999 Henry Burkhalter President and Chief Executive Officer Wireless One, Inc. 1080 River Oaks Drive Jackson, Mississippi 39208 Re: DIP...Wireless One Inc • May 19th, 1999 • Cable & other pay television services
Company FiledMay 19th, 1999 Industry
4. CONDITIONS TO CLOSINGS 3 4.1. Representations and Warranties 3 4.2. Performance; No Default 3 4.3. Documents Required 4 4.4. Opinions of Counsel 6 4.5. Purchase Permitted by Applicable Law, Etc. 7 4.6. Consents and Approvals 7 4.7. Payment of...Note Purchase Agreement • September 14th, 1998 • Wireless One Inc • Cable & other pay television services • New York
Contract Type FiledSeptember 14th, 1998 Company Industry Jurisdiction
AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENT THIS AMENDMENT ("Amendment"), dated as of September 17, 1996, is by and among Chase Venture Capital Associates ("CVCA"), the Persons named on Schedule I hereto (the "TruVision Stockholders'),...Stockholders Agreement • October 21st, 1996 • Wireless One Inc • Cable & other pay television services
Contract Type FiledOctober 21st, 1996 Company Industry
PAYING AGENCY AGREEMENT PAYING AGENCY AGREEMENT, dated as of September 4, 1998 (this "AGREEMENT"), among WIRELESS ONE, INC., a Delaware corporation (the "COMPANY"), and MERRILL LYNCH GLOBAL ALLOCATION FUND, INC. or one or more of its affiliates (the...Paying Agency Agreement • September 14th, 1998 • Wireless One Inc • Cable & other pay television services • New York
Contract Type FiledSeptember 14th, 1998 Company Industry Jurisdiction
Confidential information has been designated with the phrase: Confidential infor- mation has been omitted and filed separately with the Commission.] DIRECTV--WIRELESS ONE COOPERATIVE MARKETING AGREEMENT This Cooperative Marketing Agreement...Cooperative Marketing Agreement • March 31st, 1998 • Wireless One Inc • Cable & other pay television services • California
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
EXHIBIT 4.4 SECOND SUPPLEMENTAL INDENTURE RE: 13% SENIOR NOTES DUE 2003 SECOND SUPPLEMENTAL INDENTURE, dated as of August 24, 1998, among Wireless One, Inc., a Delaware corporation (the "Company") and United States Trust Company of New York, as...Wireless One Inc • August 25th, 1998 • Cable & other pay television services • New York
Company FiledAugust 25th, 1998 Industry Jurisdiction
Confidential information has been designated with the phrase: Confidential infor- mation has been omitted and filed separately with the Commission.]Transport Agreement • March 31st, 1998 • Wireless One Inc • Cable & other pay television services
Contract Type FiledMarch 31st, 1998 Company Industry
WARRANT AGREEMENT Dated as of September 4, 1998 By and Between WIRELESS ONE, INC.Warrant Agreement • September 14th, 1998 • Wireless One Inc • Cable & other pay television services • New York
Contract Type FiledSeptember 14th, 1998 Company Industry Jurisdiction
August __ , 1997 Wireless One, Inc. 1080 River Oaks Drive Suite A150 Jackson, MS 39208 Attn: Henry Burkhalter, President RE: Subscriber Service Payment Dear Mr. Burkhalter: Reference is made to that certain DIRECTV MDU System Operator Agreement...Wireless One Inc • March 31st, 1998 • Cable & other pay television services
Company FiledMarch 31st, 1998 Industry
EXHIBIT A TO THE DISCRETIONARY NOTE PURCHASE AGREEMENT THE NOTE (OR ITS PREDECESSOR) EVIDENCED HEREBY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, ACCORDINGLY, THIS NOTE MAY...Discretionary Note Purchase Agreement • September 14th, 1998 • Wireless One Inc • Cable & other pay television services • New York
Contract Type FiledSeptember 14th, 1998 Company Industry Jurisdiction
Exhibit 10.13 [Confidential information has been designated with the phrase: Confidential infor- mation has been omitted and filed separately with the Commission.] Re: DSS Receiver Support Dear : Reference is made to that certain DIRECTV MDU System...Wireless One Inc • March 31st, 1998 • Cable & other pay television services
Company FiledMarch 31st, 1998 Industry