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EXHIBIT 10.2
THIS AGREEMENT HAS CONFIDENTIAL PORTIONS OMITTED, WHICH PORTIONS HAVE BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. OMITTED PORTIONS ARE
INDICATED IN THIS AGREEMENT WITH "[TEXT OMITTED - CONFIDENTIAL TREATMENT
REQUESTED]"
AMENDMENT NO. 1
TO
DMS-MTX CELLULAR SUPPLY AGREEMENT
BETWEEN
ALAMOSA PCS, LLC
AND
NORTHERN TELECOM INC.
This Amendment No. 1 is made effective as of the 12th day of January 1999, by
and between Northern Telecom Inc. ("Seller") and Alamosa PCS, LLC ("Buyer").
WHEREAS, Buyer and Seller entered into a Supply Agreement dated December 21,
1998 for the sale and purchase of Seller's Equipment and Services ("Agreement");
and,
WHEREAS, Buyer and Seller now desire to amend the Agreement to provide for,
among other things, an initial shipment by Seller to Buyer's El Paso, Laredo,
and Albuquerque Cell Sites.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, Buyer
and Seller hereby agree to amend the Agreement as follows:
1. Delete the first sentence of Section 6.3 and replace it with the
following:
"Buyer shall pay all amounts invoiced by Seller pursuant to this
Article 6 within [TEXT OMITTED-CONFIDENTIAL TREATMENT REQUESTED] from
the date of Seller's invoice therefor, except that for the "Initial
Shipment Equipment", as set forth in Annex 1A, attached hereto and
incorporated herein, Buyer shall pay all amounts invoiced by Seller for
such Equipment on or before the earlier of: (i) [TEXT
OMITTED-CONFIDENTIAL TREATMENT REQUESTED] from the date of Seller's
invoice therefor; (ii) February 23, 1999; or, (iii) the date of the
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occurrence of any Insolvency Event, as defined in the financing
agreement between Buyer and Seller."
2. Delete the first sentence of Section 7.2 and replace it with the
following:
"Title to Equipment furnished by Seller to Buyer in accordance with
this Agreement shall pass to Buyer at the point and on the date of
shipment, except that Seller shall retain title to the Initial Shipment
Equipment until the purchase price therefor shall have been paid by
Buyer in full."
3. Add a new Annex 1A (INITIAL SHIPMENT EQUIPMENT), as included in
Schedule "A" attached hereto and incorporated herein, and adjust the
Table of Contents and Article 22, Annexes, of the Agreement
accordingly.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be
executed by their representatives being thereunto duly authorized.
ALAMOSA PCS, LLC NORTHERN TELECOM INC.
By: /s/ Xxxxx Xxxxxxxx By: /s/ Xxxxx X. Xxxxx
------------------------ -------------------------------
Name: Xxxxx Xxxxxxxx Name: Xxxxx X. Xxxxx
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(Type/Print) (Type/Print)
Title: Chairman Title: VP and GM- Wireless Networks
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Date: Feb. 12, 1999 Date: 3-8-99
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