Exhibit 10.93
CONSENT PURSUANT TO SECTION 6.2(a)
OF THE
AGREEMENT AND PLAN OF REORGANIZATION AND CONTRIBUTION
WHEREAS, TeleCorp PCS, Inc. ("Telecorp"), Tritel, Inc. ("Tritel") and AT&T
Wireless Services, Inc. are parties to that certain Agreement and Plan of
Reorganization and Contribution dated as of February 28, 2000 (the "Merger
Agreement");
WHEREAS, TeleCorp desires to issue Senior Subordinated Notes (the "Notes") in an
aggregate principal amount of up to $450,000,000, which Notes are to be
subordinated on a senior subordinated basis by TeleCorp Communications, Inc.;
WHEREAS, inter alia, Sections 6.2(a)(iii)(I) and (M) of the Merger Agreement
restrict TeleCorp's ability to incur additional unsecured indebtedness in an
aggregate amount that exceeds $100,000,000; and
WHEREAS, TeleCorp seeks a consent from Tritel to issue the Notes;
NOW THEREFORE, for other good and valuable consideration:
Pursuant to Section 6.2(a) of the Merger Agreement, Tritel hereby
consents to the issuance of the Notes by TeleCorp.
Dated as of July 10, 2000.
Tritel, Inc.
By:/s/ Xxxxxxx X. Xxxxxxx, XX
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Xxxxxxx X. Xxxxxxx, XX
Chairman & Chief Executive Officer
