REGISTRATION RIGHTS AGREEMENT dated as of December 16, 2003 between EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A. and EMBRATEL PARTICIPAÇÕES S.A. as Guarantor and DEUTSCHE BANK SECURITIES INC. and MORGAN STANLEY & CO. INCORPORATED, as representatives of...Registration Rights Agreement • June 9th, 2004 • Brazilian Telecommunication CO Embratel • Telephone communications (no radiotelephone) • New York
This Registration Rights Agreement dated December 16, 2003 (the “Agreement”) is entered into by and among Empresa Brasileira de Telecomunicações S.A., a Brazilian corporation (the “Company”), Embratel Participações S.A., a Brazilian corporation (the “Guarantor”), and Deutsche Bank Securities Inc. and Morgan Stanley & Co. Incorporated (collectively, the “Initial Purchasers”).
Dated as of December 16, 2003 EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A., as the Company and EMBRATEL PARTICIPAÇÕES S.A., as the Guarantor and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee SUPPLEMENT to FIRST SUPPLEMENTAL INDENTURE Additional U.S....First Supplemental Indenture • June 9th, 2004 • Brazilian Telecommunication CO Embratel • Telephone communications (no radiotelephone)
Supplement, dated as of December 16, 2003 to the First Supplemental Indenture dated as of December 3, 2003 (the “First Supplemental Indenture”), among EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Company”), having its principal office at Avenida Presidente Vargas, 1,012-10º andar 20071-910, Rio de Janeiro, RJ, Brazil, EMBRATEL PARTICIPAÇÕES S.A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Guarantor”), having its principal office at Rua Regente Feijó, 166, Sala 1687-B, 20060-060 Rio de Janeiro, RJ, Brazil, and Deutsche Bank Trust Company Americas, a bank duly organized and existing under the laws of New York (herein called the “Trustee”) to the Indenture, dated as of December 3, 2003, among the Company, the Guarantor and the Trustee (herein called the “Original Indenture”).
Dated as of December 3, 2003 EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A., as the Company and EMBRATEL PARTICIPAÇÕES S.A., as the Guarantor and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTUREBrazilian Telecommunication CO Embratel • June 9th, 2004 • Telephone communications (no radiotelephone) • New York
Indenture, dated as of December 3, 2003 among EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Company”), having its principal office at Avenida Presidente Vargas, 1,012-10º andar 20071-910, Rio de Janeiro, RJ, Brazil, EMBRATEL PARTICIPAÇÕES S.A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Guarantor”), having its principal office at Rua Regente Feijó, 166, Sala 1687-B, 20060-060 Rio de Janeiro, RJ, Brazil, and Deutsche Bank Trust Company Americas, a bank duly organized and existing under the laws of New York, as Trustee (herein called the “Trustee”).
Dated as of December 3, 2003 EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A., as the Company and EMBRATEL PARTICIPAÇÕES S.A., as the Guarantor and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee FIRST SUPPLEMENTAL INDENTURE U.S.$200,000,000 Series A and...Supplemental Indenture • June 9th, 2004 • Brazilian Telecommunication CO Embratel • Telephone communications (no radiotelephone) • New York
First Supplemental Indenture, dated as of December 3, 2003, among EMPRESA BRASILEIRA DE TELECOMUNICAÇÕES S.A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Company”), having its principal office at Avenida Presidente Vargas, 1,012-10º andar 20071-910, Rio de Janeiro, RJ, Brazil, EMBRATEL PARTICIPAÇÕES S.A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Guarantor”), having its principal office at Rua Regente Feijó, 166, Sala 1687-B, 20060-060 Rio de Janeiro, RJ, Brazil, and Deutsche Bank Trust Company Americas, a bank duly organized and existing under the laws of New York (herein called the “Trustee”) to the Indenture, dated as of December 3, 2003, among the Company, the Guarantor and the Trustee (herein called the “Original Indenture”).
FORM OF DEUTSCHE BANK TRUST COMPANY AMERICAS EXCHANGE AGENT AGREEMENTExchange Agent Agreement • June 9th, 2004 • Brazilian Telecommunication CO Embratel • Telephone communications (no radiotelephone) • New York
Empresa Brasileira de Telecomunicações S.A., a sociedade anônima organized under the laws of the Federative Republic of Brazil (the “Company”), is offering to exchange up to US$275,000,000 of its Series B 11.0% Guaranteed Notes due 2008 (the”New Notes”) for up to US$275,000,000 of Series A 11.0% Guaranteed Notes due 2008 (the “Old Notes” and, together with the New Notes, the “Notes”) (the “Exchange Offer”), pursuant to a prospectus (the “Prospectus”) included in the Company’s Registration Statement on Form F-4 (File No. 333- ) as amended (the “Registration Statement”), filed with the Securities and Exchange Commission (the “SEC”) and attached hereto as Exhibit A. The Term “Expiration Date” shall mean 5:00 p.m., New York City time, on , 2004, unless the Exchange Offer is extended as provided in the Prospectus, in which case the term “Expiration Date” shall mean the latest date and time to which the Exchange Offer is extended. Upon execution of this Agreement, Deutsche Bank Trust Company
