0001193125-04-202303 Sample Contracts

Contract
Security Agreement • November 23rd, 2004 • Triton PCS Holdings Inc • Radiotelephone communications • New York

SECURITY AGREEMENT dated as of November 18, 2004, among TRITON PCS, INC., a Delaware corporation (the “Borrower”), each subsidiary of the Borrower listed on Schedule I hereto (each such subsidiary individually a “Subsidiary” and, together, the “Guarantors”; the Guarantors and the Borrower are referred to collectively herein as the “Grantors”) and LEHMAN COMMERCIAL PAPER INC. (“LCPI”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined herein).

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Contract
Pledge Agreement • November 23rd, 2004 • Triton PCS Holdings Inc • Radiotelephone communications • New York

PLEDGE AGREEMENT dated as of November 18, 2004, among TRITON PCS, INC., a Delaware corporation (the “Borrower”), each Subsidiary of the Borrower listed on Schedule I hereto (each such Subsidiary individually a “Subsidiary Pledgor” and collectively, the “Subsidiary Pledgors”), SUNCOM WIRELESS INVESTMENT COMPANY LLC, a Delaware limited liability company (“SunCom Wireless Investment”; the Borrower, the Subsidiary Pledgors and SunCom Wireless Investment are referred to collectively herein as the “Pledgors”) and LEHMAN COMMERCIAL PAPER INC. (“LCPI”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined in the Term Loan Agreement referred to below).

TERM LOAN AGREEMENT dated as of November 18, 2004 among TRITON PCS, INC., The Lenders Party Hereto, LEHMAN COMMERCIAL PAPER INC., as Administrative Agent, and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Syndication Agent
Term Loan Agreement • November 23rd, 2004 • Triton PCS Holdings Inc • Radiotelephone communications • New York

TERM LOAN AGREEMENT (this “Agreement”) dated as of November 18, 2004, among TRITON PCS, INC., a Delaware corporation (the “Borrower”), the LENDERS (as defined in Article I) party hereto, LEHMAN COMMERCIAL PAPER INC., as Administrative Agent, and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Syndication Agent.

Contract
Guarantee Agreement • November 23rd, 2004 • Triton PCS Holdings Inc • Radiotelephone communications • New York

GUARANTEE AGREEMENT dated as of November 18, 2004, among each of the subsidiaries listed on Schedule I hereto (each such subsidiary individually, a “Subsidiary” and, together, the “Guarantors”) of TRITON PCS, INC., a Delaware corporation (the “Borrower”), and LEHMAN COMMERCIAL PAPER INC., as collateral agent (the “Collateral Agent”) for the Secured Parties (as defined in the Term Loan Agreement referred to below).

Contract
Indemnification & Liability • November 23rd, 2004 • Triton PCS Holdings Inc • Radiotelephone communications • New York

INDEMNITY, SUBROGATION and CONTRIBUTION AGREEMENT dated as of November 18, 2004, among TRITON PCS, INC., a Delaware corporation (the “Borrower”), each Subsidiary of the Borrower listed on Schedule I hereto (each a “Subsidiary” and, together, the “Guarantors”) and LEHMAN COMMERCIAL PAPER INC. (“LCPI”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined in the Term Loan Agreement referred to below).

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