Contract
Exhibit 99.32
EXECUTION
COPY
THIS
FIRST SUPPLEMENTAL INDENTURE, dated as of August 1, 2005 (this
“Supplemental Indenture”), is by and among Xxxxxx Wireless Inc., a
corporation organized under the Canada Business Corporations Act (hereinafter
called “Rogers Wireless”), Xxxxxx Wireless Partnership, a general
partnership organized under the laws of the Province of Ontario and a
wholly-owned Subsidiary of Rogers Wireless (hereinafter called “RWP”),
and JPMorgan Chase Bank, N.A., a national banking association organized under
the laws of the United States, as trustee (hereinafter called the
“Trustee”).
(b)
Xxxxxx Wireless Inc. or Xxxxxx Wireless Partnership by the Trustee or any
Holder shall be sufficient for every purpose hereunder (unless otherwise herein
expressly provided) if made, given, furnished or delivered in writing to Xxxxxx
Wireless Inc. or Xxxxxx Wireless Partnership, as the case may be, to 333 Bloor
Street East, 10th Floor, Toronto, Ontario, Canada, M4W 1G9, Attention:
Vice-President, Treasurer, fax: 000-000-0000, with a copy to the Vice-President,
General Counsel and Secretary, fax: 000-000-0000, or, in either case, at any
other address previously furnished in writing to the Trustee by Xxxxxx Wireless
Inc. or Xxxxxx Wireless Partnership.
2
(b) At
the date of execution of this Supplemental Indenture, the Corporate Trust Office
is located at 0 Xxx Xxxx Xxxxx, 00xx Xxxxx,
Xxx Xxxx,
Xxx Xxxx 00000, Attention: Worldwide Securities Services.
3
16. GOVERNING
LAW. THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF
CONFLICTS OF LAW, SHALL GOVERN THIS SUPPLEMENTAL INDENTURE.
*
*
*
4
XXXXXX
WIRELESS INC.,
|
|
By
|
/s/
Xxxx X. Xxxx
|
Name:
Xxxx X. Xxxx
|
|
By
|
/s/
M. Xxxxxxxx Xxxx
|
Name:
M. Xxxxxxxx Xxxx
|
|
Title:
Vice President, Treasurer
|
XXXXXX
WIRELESS PARTNERSHIP,
by
its partners,
Xxxxxx
Wireless Inc.
|
|
By
|
/s/
Xxxx X. Xxxx
|
Name:
Xxxx X. Xxxx
|
|
Title:
Vice President
|
|
By
|
/s/
M. Xxxxxxxx Xxxx
|
Name:
M. Xxxxxxxx Xxxx
|
|
Title:
Vice President, Treasurer
|
Fido
Solutions Inc.
|
|
By
|
/s/
Xxxx X. Xxxx
|
Name:
Xxxx X. Xxxx
|
|
Title:
Vice President
|
|
By
|
/s/
M. Xxxxxxxx Xxxx
|
Name:
M. Xxxxxxxx Xxxx
|
|
Title:
Vice President, Treasurer
|
JPMORGAN
CHASE BANK, N.A.,
As
Trustee,
|
|
By
|
/s/
X. X’Xxxxx
|
Name:
X. X’Xxxxx
|
|
Title:
Vice President
|