0001193125-05-132231 Sample Contracts

U.S. $2,425,000,000 LOAN AGREEMENT dated as of July 15, 2004 among TELÉFONOS DE MÉXICO, S.A. DE C.V. The Lenders Party Hereto CITIBANK, N.A., as Administrative Agent
Loan Agreement • June 28th, 2005 • Telefonos De Mexico S a De C V • Radiotelephone communications • New York

LOAN AGREEMENT (this “Agreement”), dated as of July 15, 2004, among TELÉFONOS DE MÉXICO, S.A. DE C.V., a sociedad anónima de capital variable duly organized and validly existing under the laws of the United Mexican States (the “Borrower”); each of the lenders that is a signatory hereto and is listed under the caption “TRANCHE A BANKS” on Schedule I hereto and each bank or financial institution that becomes a “Tranche A Bank” after the date hereof pursuant to Section 8.06 hereof (individually, a “Tranche A Bank” and, collectively, the “Tranche A Banks”); each of the lenders that is a signatory hereto and is listed under the caption “TRANCHE B BANKS” on Schedule I hereto and each bank or financial institution that becomes a “Tranche B Bank” after the date hereof pursuant to Section 8.06 hereof (individually, a “Tranche B Bank” and, collectively, the “Tranche B Banks” and, together with the Tranche A Banks, the “Lenders”); each of the financial institutions listed on the signature pages h

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Management and Operation Services Agreement • June 28th, 2005 • Telefonos De Mexico S a De C V • Radiotelephone communications

Management and Operation Services Agreement, entered into by and between Carso Global Telecom, S.A. de C.V., hereinafter “THE PROVIDER”, represented by C.P. Armando Ibañez Vázquez, and Teléfonos de México, S.A. de C.V., hereinafter “TELMEX”, represented by Ing. Jaime Chico Pardo, in accordance with the following recitals and clauses:

FOURTH AMENDMENT TO MANAGEMENT SERVICES AGREEMENT Between SBC INTERNATIONAL MANAGEMENT SERVICES, INC.
Management Services Agreement • June 28th, 2005 • Telefonos De Mexico S a De C V • Radiotelephone communications

A corporation duly organized under the laws of the State of Delaware, United States of America, with headquarters in Wilmington, Delaware, USA, hereinafter “SBCI-MSI”, with Permanent Establishment in Mexico. Establishment in the terms provided in the Income Tax Law with address at Parque Via 190-12th floor, Colonia Cuauhtémoc 06599 Mexico, D. F.

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