ContractRegistration Rights Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
REGISTRATION RIGHTS AGREEMENT, dated as of October 9, 2008 (the Agreement) among NEXTWAVE WIRELESS INC., a Delaware corporation (including any successor thereto, whether by merger, consolidation, conversion or otherwise, the Company) and the Purchasers party hereto.
THIRD LIEN COLLATERAL AGENCY AGREEMENTThird Lien Collateral Agency Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
REFERENCE IS MADE TO THE INTERCREDITOR AGREEMENT DATED AS OF OCTOBER 9, 2008 (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE "INTERCREDITOR AGREEMENT"), AMONG THE COMPANY (AS DEFINED BELOW), PARENT ISSUER (AS DEFINED...The Intercreditor Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
ThisTHIRD LIEN GUARANTY (this Guaranty)is entered into as of October 9, 2008 by the undersigned (each a Guarantor, and together with any future Subsidiaries of Company executing this Guaranty, being collectively referred to herein as the Guarantors) in favor of and for the benefit of The Bank of New York Mellon, as Collateral Agent for and representative of (in such capacity, together with its successors and assigns herein called Guarantied Party) the holders of the Notes (as defined in the Purchase Agreement referred to below) (sometimes referred to as Holders or Beneficiaries) issued pursuant to that certain Third Lien Subordinated Exchange Note Exchange Agreement dated as of the date hereof (as it may be amended, supplemented or otherwise modified from time to time, the Exchange Agreement; capitalized terms defined therein and not otherwise defined herein being used herein as therein defined) by and among NextWave Wireless Inc., a Delaware corporation (Parent Issuer), NextWave Wirel
THIRD LIEN SUBORDINATED EXCHANGE NOTEIntercreditor Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
SECOND LIEN SUBORDINATED NOTE PURCHASE AGREEMENT, dated as of October 9, 2008, among NextWave Wireless LLC, a limited liability company organized under the laws of the State of Delaware (the "Company"), NextWave Wireless Inc., a corporation organized under the laws of the State of Delaware and the owner of 100% of the Capital Stock of the Company ("Parent"), each Guarantor from time to time party hereto (each, a "Guarantor" and collectively, the "Guarantors"), the purchasers set forth in Schedule 1.2B (each, a "Purchaser" and collectively, the "Purchasers"), and The Bank of New York Mellon ("BONY"), as Collateral Agent.
SECOND LIEN PARENT GUARANTYIntercreditor Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
This SECOND LIEN PARENT GUARANTY (this Guaranty) is entered into as of October 9, 2008 by NextWave Wireless Inc., a Delaware corporation (the Guarantor), in favor of and for the benefit of The Bank of New York Mellon, as Collateral Agent for and as representative of (in such capacity, together with its successors and assigns herein called Guarantied Party) the holders of the Notes (as defined in the Purchase Agreement referred to below) (sometimes referred to as Holders or Beneficiaries) issued pursuant to that certain Second Lien Subordinated Note Purchase Agreement dated as the date hereof (as it may be amended, supplemented or otherwise modified from time to time, the Purchase Agreement; capitalized terms defined therein and not otherwise defined herein being used herein as therein defined) by and among NextWave Wireless LLC, a Delaware limited liability company (Company), Guarantor, the Subsidiaries of Company from time to time party thereto, the Purchasers named therein and the Gu
SECOND LIEN COLLATERAL AGENCY AGREEMENTSecond Lien Collateral Agency Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
NextWave Wireless Inc.NextWave Wireless Inc. • November 7th, 2008 • Radio & tv broadcasting & communications equipment • New York
SECOND LIEN PLEDGE AND SECURITY AGREEMENTSecond Lien Pledge and Security Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
SECOND AMENDMENT TO THE PURCHASE AGREEMENTPurchase Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
THIS SECOND AMENDMENT (this Second Amendment) TO THE PURCHASE AGREEMENT, dated as of September 26, 2008, by and among NextWave Wireless LLC, a Delaware limited liability company (the Company), NextWave Wireless Inc., a Delaware corporation (the Parent), the other Guarantors set forth on the signature pages hereto and the Holders set forth on the signature pages hereto, is made in reference to that certain Purchase Agreement, dated as of July 17, 2006, as amended by that certain First Amendment to the Purchase Agreement, dated as of March 10, 2008 (as amended and as it may be further amended, supplemented, modified and/or restated from time to time, the Purchase Agreement) by and among the Company, the Guarantors and the Holders. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Purchase Agreement.
INTERCREDITOR AGREEMENT dated as of October 9, 2008, among NEXTWAVE WIRELESS LLC as Issuer and Guarantor NEXTWAVE WIRELESS INC. as Issuer and Guarantor THE GUARANTORS from time to time party hereto, THE NOTE HOLDERS from time to time party hereto, THE...Intercreditor Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
THIRD LIEN PLEDGE AND SECURITY AGREEMENTThird Lien Pledge and Security Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
This THIRD LIEN PLEDGE AND SECURITY AGREEMENT (this Agreement) is dated as of October 9, 2008 and entered into by and among NEXTWAVE WIRELESS INC., a Delaware corporation (Parent Issuer), each of THE UNDERSIGNED DIRECT AND INDIRECT SUBSIDIARIES of Parent Issuer (each of such undersigned Subsidiaries being a Subsidiary Grantor and collectively Subsidiary Grantors) and each ADDITIONAL GRANTOR that may become a party hereto after the date hereof in accordance with Section 16 hereof (each of Parent Issuer, each Subsidiary Grantor, and each Additional Grantor being a Grantor and collectively the Grantors) and THE BANK OF NEW YORK MELLON ("BONY"), as Collateral Agent for and representative of (in such capacity herein called Secured Party) the Beneficiaries (as hereinafter defined).
REFERENCE IS MADE TO THE INTERCREDITOR AGREEMENT DATED AS OF OCTOBER 9, 2008 (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE "INTERCREDITOR AGREEMENT"), AMONG THE COMPANY (AS DEFINED BELOW), PARENT (AS DEFINED BELOW),...The Intercreditor Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
ThisSECOND LIEN GUARANTY (this Guaranty)is entered into as of October 9, 2008 by the undersigned (each a Guarantor, and together with any future Subsidiaries executing this Guaranty, being collectively referred to herein as the Guarantors) in favor of and for the benefit of The Bank of New York Mellon, as Collateral Agent for and representative of (in such capacity, together with its successors and assigns herein called Guarantied Party) the holders of the Notes (as defined in the Purchase Agreement referred to below) (sometimes referred to as Holders or Beneficiaries) issued pursuant to that certain Second Lien Subordinated Note Purchase Agreement dated as of the date hereof (as it may be amended, supplemented or otherwise modified from time to time, the Purchase Agreement; capitalized terms defined therein and not otherwise defined herein being used herein as therein defined) by and among NextWave Wireless LLC, a Delaware limited liability company (Company), NextWave Wireless Inc., a
SECOND LIEN SUBORDINATED NOTE PURCHASE AGREEMENT among NextWave Wireless LLC, NextWave Wireless Inc., each Guarantor named herein, and the Purchasers named herein Relating to: Senior-Subordinated Secured Second Lien Notes due 2010 of NextWave Wireless...Intercreditor Agreement • November 7th, 2008 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York
SECOND LIEN SUBORDINATED NOTE PURCHASE AGREEMENT, dated as of October 9, 2008, among NextWave Wireless LLC, a limited liability company organized under the laws of the State of Delaware (the "Company"), NextWave Wireless Inc., a corporation organized under the laws of the State of Delaware and the owner of 100% of the Capital Stock of the Company ("Parent"), each Guarantor from time to time party hereto (each, a "Guarantor" and collectively, the "Guarantors"), the purchasers set forth in Schedule 1.2B (each, a "Purchaser" and collectively, the "Purchasers"), and The Bank of New York Mellon ("BONY"), as Collateral Agent.
