0001181431-06-033712 Sample Contracts

CONSENT AGREEMENT
Consent Agreement • May 31st, 2006 • Cellstar Corp • Wholesale-electronic parts & equipment, nec

This CONSENT AGREEMENT (this "Consent") is entered into as of May 25, 2006 among CELLSTAR CORPORATION, a Delaware corporation ("Parent"), each of Parent's Subsidiaries signatory hereto (together with Parent, each an individual "Borrower"; and collectively, the "Borrowers"), the Lenders (as defined below) signatory hereto, and WELLS FARGO FOOTHILL, INC., a California corporation, in its capacity as administrative agent (the "Agent") for the Lenders.

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