EXHIBIT 10.3
THIRD AMENDMENT
TO THE
REVOLVING CREDIT AGREEMENT
BY AND BETWEEN
TELEPHONE AND DATA SYSTEMS, INC. AND AERIAL COMMUNICATIONS, INC.
This Third Amendment (the "Third Amendment") to the Revolving Credit
Agreement dated as of August 1, 1995, as previously amended (the "Revolving
Credit Agreement") by and between Telephone and Data Systems, Inc. ("TDS"), an
Iowa corporation, and Aerial Communications, Inc. ("Company"), a Delaware
corporation is effective this 29th day of August, 1997.
WHEREAS TDS and the Company entered into the Revolving Credit Agreement
dated and made effective as of August 1, 1995, which Revolving Credit Agreement
was subsequently amended effective as of December 31, 1995 (the "First
Amendment"); and August 7, 1997 (the "Second Amendment"); and
WHEREAS TDS continues to own certain of the issued and outstanding shares of
the capital stock of the Company; and
WHEREAS, the Company has identified a need for additional funds and TDS
agrees to provide the Company certain additional funds for specified purposes
under terms more particularly set forth in the Revolving Credit Agreement; and
NOW, THEREFORE, in consideration of the promises set forth above, and for
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, and intending to be legally bound, TDS and the Company agree to
amend the Revolving Credit Agreement as follows:
1. All references to "$300,000,000.00" shall be changed to
"$425,000,000.00".
TDS's obligation to furnish additional funds under the Revolving Credit
Agreement shall terminate on December 31, 1998. However, in the event that TDS's
ownership of the Company shall fall below 70%, the Revolving Credit Agreement
shall expire 6 months after such date.
All other terms and conditions of the Revolving Credit Agreement shall
remain unchanged and in full force and effect. All defined terms contained in
the Revolving Credit Agreement are hereby incorporated into this Third Amendment
and shall have the same meaning herein as in the Revolving Credit Agreement,
unless otherwise defined herein.
IN WITNESS WHEREOF, the parties hereto, by their duly authorized
representatives, have executed this Third Amendment to the Revolving Credit
Agreement, effective as of the date first written above.
TELEPHONE AND DATA SYSTEMS, INC. AERIAL COMMUNICATIONS, INC.
By: /s/ XXXXXX X. XXXXXXX By: /s/ J. XXXXXX XXXXX
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Name: Xxxxxx X. Xxxxxxx Name: J. Xxxxxx Xxxxx
Title: Executive Vice President - Title: Vice President Finance &
Finance Administration
Date: 08/29/97 Date: 08/29/97
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