0000950133-03-002896 Sample Contracts

AGREEMENT TO RETIRE INDEBTEDNESS July 29, 2003
Agreement to Retire Indebtedness • August 14th, 2003 • Nii Holdings Inc • Radiotelephone communications

This Agreement to Retire Indebtedness (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is entered into this 29th day of July, 2003, by and among NII Holdings, Inc. (“NII”), Nextel Telecomunicações Ltda. (“Nextel Ltda.”) and Motorola Credit Corporation (“Motorola”).

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FIRST AMENDMENT TO MASTER EQUIPMENT FINANCING AGREEMENT
Master Equipment Financing Agreement • August 14th, 2003 • Nii Holdings Inc • Radiotelephone communications

This First Amendment (this “First Amendment”) to Master Equipment Financing Agreement is entered into by and between NII Holdings (Cayman), Ltd., a company incorporated under the laws of the Cayman Islands (“NII Cayman”); Nextel del Peru, S.A., a corporation organized under the laws of Peru (“Nextel Peru”); Teletransportes Integrales, S.A. de C.V., a corporation organized under the laws of Mexico (“Nextel Teletransportes”) (collectively, NII Cayman, Nextel Peru, and Nextel Teletransportes, the “Borrowers”), the Lenders (hereinafter defined), Motorola Credit Corporation, a corporation duly organized under the laws of the State of Delaware (“MCC”), as administrative agent (in such capacity, the “Administrative Agent”), and MCC, in its capacity as a lender (in such capacity, the “Lender”) and Citibank, N.A., a national banking association, not in its individual capacity, but solely as collateral agent under the Intercreditor Agreement (as defined below) (in such capacity, the “Collateral

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