SR TELECOM INC. — and — DDJ CAPITAL MANAGEMENT, LLC. CANADIAN REGISTRATION RIGHTS AGREEMENT DATED AS OF THE 22nd DAY OF AUGUST, 2005Registration Rights Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Ontario
WHEREAS contemporaneously with the execution of this agreement, the Company has completed a restructuring pursuant to which certain funds and/or accounts that DDJ Capital Management, LLC manages or exercises control or direction over (collectively, "DDJ") will receive approximately $25,203,525 10% secured convertible debentures due October 15, 2011 (the "Debentures"); and
SECURITY AGREEMENT Dated as of August 22, 2005 Between SR TELECOM INC. and EXPORT DEVELOPMENT CANADA and INTER-AMERICAN DEVELOPMENT BANKSecurity Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Ontario
Registration Rights Agreement by and among SR Telecom Inc. and The Parties Specified on the Signature Pages Hereof Dated as of August , 2005Registration Rights Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • New York
This REGISTRATION RIGHTS AGREEMENT (this "Agreement") dated as of August , 2005 is made and entered into among SR Telecom Inc., a Canadian corporation (together with its successors and assigns, the "Company"), and holders (collectively, the "Holders") of 10% Secured Convertible Debentures due October 15, 2011 (the "Debentures") specified on the signature pages hereof. Capitalized terms, unless otherwise specifically identified, have the meanings set forth in Section 12.
CREDIT AGREEMENT Dated as of May 19, 2005 Between SR TELECOM INC. as Borrower and BNY TRUST COMPANY OF CANADA as Administrative Agent and Collateral Agent and THE LENDERS NAMED HEREIN as LendersCredit Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Ontario
This CREDIT AGREEMENT dated as of May 19, 2005 is entered into by and between SR TELECOM INC., a Canadian corporation ("Borrower"), BNY TRUST COMPANY OF CANADA, as Administrative Agent and Collateral Agent, and Lenders party hereto from time to time.
NINTH AMENDMENT AND LIMITED TERM WAIVER AGREEMENTTerm Waiver Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • New York
NINTH AMENDMENT AND LIMITED TERM WAIVER AGREEMENT (this "Agreement") dated as of May 19, 2005 among SR TELECOM INC., a corporation duly organized and validly existing under the laws of Canada ("SRT"), COMUNICACIÓN Y TELEFONÍA RURAL S.A., a sociedad anónima duly organized and validly existing under the laws of Chile (the "Borrower"), EXPORT DEVELOPMENT CANADA (formerly Export Development Corporation), a corporation established by an Act of the Parliament of Canada ("EDC"), and INTER-AMERICAN DEVELOPMENT BANK, an international organization established by the Articles of Agreement among its member countries ("IDB", together with EDC, the "Senior Lenders").
SECURITY AGREEMENT Dated as of August 22, 2005 Between SR TELECOM INC. as the Company and COMPUTERSHARE TRUST COMPANY OF CANADA as TrusteeSecurity Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Ontario
INTER-CREDITOR AGREEMENTIntercreditor Agreement Assignment and Assumption Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Ontario
BNY Trust Company of Canada as payment agent on behalf of the ECF Lenders, the Convertible Debentureholders and the CTR Lenders (the "Payment Agent")
BOND PLEDGE AGREEMENTPledge Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Quebec
BY AND BETWEEN: SR TELECOM INC. (the "Grantor"), a legal person and a corporation duly incorporated under the Canada Business Corporations Act having its registered office and a place of business at 8150 Trans-Canada Highway, City of Montreal (Saint-Laurent), Province of Quebec, H4S 1M5, herein acting and represented by David L. Adams, its Senior Vice President, Finance, Chief Financial Officer and Secretary, duly authorized for all purposes hereof pursuant to a Resolution of its Board of Directors enacted on May 10, 2005, a certified extract of which is annexed hereto as Annex "A" hereto;
THIS SUPPLEMENTAL INDENTURE made as of the Effective DateSr Telecom Inc • October 14th, 2005 • Telephone & telegraph apparatus • Quebec
SR TELECOM INC. a company incorporated under the laws of Canada and having an office in the City of Montreal in the province of Quebec,
Support AgreementSupport Agreement and Consent • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • New York
THIS SUPPORT AGREEMENT AND CONSENT (this "Support Agreement") made and entered into this 19th day of May, 2005, by and between SR TELECOM INC., a company duly organized and validly existing under the laws of Canada; ("SRT"), COMUNICACIÓN Y TELEFONÍA RURAL, S.A., a sociedad anómima duly organized and validly existing under the laws of Chile ("CTR"); the INTER-AMERICAN DEVELOPMENT BANK, an international organization established by the Articles of Agreement among its member countries ("IDB"), and EXPORT DEVELOPMENT CANADA, a corporation established by an Act of Parliament of Canada ("EDC" and together with IDB, the "CTR Lenders" party to the Common Agreement defined below).
Guaranty AgreementGuaranty Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • New York
GUARANTEE AGREEMENT (this "Agreement") dated as of May 19, 2005 between SR TELECOM INC., a company duly organized and validly existing under the laws of Canada; (the "Guarantor"); EXPORT DEVELOPMENT CANADA, a corporation established by an act of the Parliament of Canada ("EDC"), and INTER-AMERICAN DEVELOPMENT BANK, an international organization established by the Articles of Agreement among its member countries ("IDB", and collectively with EDC the "Senior Lenders").
SECURITY AGREEMENT Dated as of May 19, 2005 Between SR TELECOM INC. as Borrower and BNY TRUST COMPANY OF CANADA as Collateral AgentSecurity Agreement • October 14th, 2005 • Sr Telecom Inc • Telephone & telegraph apparatus • Ontario
NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows:
