0000909567-04-001204 Sample Contracts

Nortel Networks Limited 8200 Dixie Road, Suite 100 Brampton, Ontario, Canada L6T 5P6
Master Facility Agreement • August 20th, 2004 • Nortel Networks LTD • Telephone & telegraph apparatus • Ontario

We refer to the Master Facility Agreement dated February 14, 2003, by and between Nortel Networks Limited (the “Company”) and Export Development Canada (“EDC”), as amended by that certain Amending Agreement No. 1 To Master Facility Agreement dated as of July 10, 2003, by and between the Company and EDC, and as further amended by that certain letter agreement dated as of March 29, 2004 (the “March 29 Letter”), by and between the Company and EDC, and that certain letter agreement dated as of May 28, 2004 (the “May 28 Letter” and, together with the March 29 Letter, the “Letters”), by and between the Company and EDC. The Master Facility Agreement, as so amended, is referred to hereinafter as the “EDC Agreement”. Capitalized terms used but not defined herein are used with the meanings given to those terms in the EDC Agreement and the Master Indemnity Agreement.

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