0001104659-03-026460 Sample Contracts

ADDENDUM VII TO SPRINT PCS MANAGEMENT AGREEMENT Dated as of July 31, 2003
Management Agreement • November 14th, 2003 • Ubiquitel Inc • Radiotelephone communications

This Addendum VII (this “Addendum”) contains certain additional and supplemental terms and provisions to that certain Sprint PCS Management Agreement entered into as of October 15, 1998, by UbiquiTel L.L.C. (but subsequently transferred to UbiquiTel Operating Company) (the “Manager”), Sprint Spectrum L.P., WirelessCo, L.P. and Sprint Communications Company, L.P., as amended by that certain Addendum I, entered into as of October 15, 1998, that certain Addendum II, entered into as of December 28, 1999, that certain Addendum III, entered into as of February 14, 2000, that certain Addendum IV, entered into as of April 5, 2000, that certain Addendum V, entered into as of June 6, 2000, and that certain Addendum VI entered into as of February 21, 2001 (as amended, the “Management Agreement”).

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MASTER SITE AGREEMENT
Master Site Agreement • November 14th, 2003 • Ubiquitel Inc • Radiotelephone communications • California
SIXTH AMENDMENT TO THE CREDIT AGREEMENT
Credit Agreement • November 14th, 2003 • Ubiquitel Inc • Radiotelephone communications • New York

SIXTH AMENDMENT TO THE CREDIT AGREEMENT (this “Amendment”), dated as of October 10, 2003, among UBIQUITEL OPERATING COMPANY, a corpora­tion organized and existing under the laws of the State of Delaware (the “Borrower”), UBIQUITEL INC., a corpora­tion organized and existing under the laws of the State of Delaware (“Holdings”), the various banks from time to time party to the Credit Agreement referred to below (each a “Bank” and collectively, the “Banks”), BNP PARIBAS (f/k/a PARIBAS), as Administrative Agent and BNP PARIBAS (f/k/a PARIBAS), as Lead Arranger. Unless otherwise indicated, all capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.

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