0000936392-06-001029 Sample Contracts

LETTER AMENDMENT
Security Agreement • November 9th, 2006 • Leap Wireless International Inc • Telephone communications (no radiotelephone) • New York

This Letter Amendment shall become effective as of the date first above written when, and only when, the Collateral Agent shall have executed this Letter Amendment and shall have received counterparts of this Letter Amendment executed by each Grantor.

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AMENDMENT NO. 7 TO AMENDED AND RESTATED SYSTEM EQUIPMENT PURCHASE AGREEMENT BETWEEN CRICKET COMMUNICATIONS, INC. AND NORTEL NETWORKS INC.
System Equipment Purchase Agreement • November 9th, 2006 • Leap Wireless International Inc • Telephone communications (no radiotelephone)

This Amendment No. 7 (this “Amendment”) is made effective as of the date last signed below (the “Amendment No. 7 Effective Date”), by and between Cricket Communications, Inc., a Delaware corporation (the “Owner”), and Nortel Networks Inc., a Delaware corporation (the “Vendor”).

AMENDMENT NO. 6 TO AMENDED AND RESTATED SYSTEM EQUIPMENT PURCHASE AGREEMENT BETWEEN CRICKET COMMUNICATIONS, INC. AND NORTEL NETWORKS INC.
System Equipment Purchase Agreement • November 9th, 2006 • Leap Wireless International Inc • Telephone communications (no radiotelephone)

This Amendment No. 6 (this “Amendment”) is made effective as of the date last signed below (the “Amendment No. 6 Effective Date”), by and between Cricket Communications, Inc., a Delaware corporation (the “Owner”), and Nortel Networks Inc., a Delaware corporation (the “Vendor”).

LETTER AMENDMENT
Leap Wireless International Inc • November 9th, 2006 • Telephone communications (no radiotelephone) • New York

We refer to the Bridge Credit Agreement dated as of August 8, 2006 (the “Credit Agreement”) among the undersigned, you and Citicorp North America, Inc., as administrative agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement.

AMENDMENT NO. 1 to CREDIT AGREEMENT BY AND AMONG CRICKET COMMUNICATIONS, INC (AS LENDER) AND DENALI SPECTRUM LICENSE, LLC (AS BORROWER) AND DENALI SPECTRUM, LLC (AS GUARANTOR) Dated as of September 28, 2006
Credit Agreement • November 9th, 2006 • Leap Wireless International Inc • Telephone communications (no radiotelephone)

AMENDMENT NO. 1 TO CREDIT AGREEMENT by and among Cricket Communications, Inc. (as Lender), Denali Spectrum License, LLC (as Borrower) and Denali Spectrum, LLC, a Delaware limited liability company (as Guarantor), dated as of September 28, 2006, between CRICKET COMMUNICATIONS, INC., a Delaware corporation (“Cricket”), DENALI SPECTRUM LICENSE, LLC, a Delaware limited liability company (the “License Company”) and DENALI SPECTRUM, LLC (“Denali Spectrum”).

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