VOTING AND SALE AGREEMENTVoting and Sale Agreement • July 3rd, 2013 • Sprint Nextel Corp • Telephone communications (no radiotelephone) • Delaware
THIS VOTING AND SALE AGREEMENT (this “Agreement”), dated as of July 2, 2013, is entered into among Sprint Nextel Corporation, a Kansas corporation (“Sprint”), each Person named on Schedule A hereto (each, a “Stockholder”), solely in its individual capacity as a stockholder of Clearwire Corporation, a Delaware corporation (“Clearwire”), solely for purposes of Section 5, Section 6A, Section 6C, Section 9, and Sections 11(a) and 11(e) through 11(q) of this Agreement, Starburst II, Inc., a Delaware corporation (“Starburst”), solely for purposes of Section 5, Section 6B, Section 6C, Section 9, and Sections 11(a) and 11(e) through 11(q) of this Agreement, Clearwire, and solely for purposes of Section 6 through Section 6C, Section 9, and Sections 11(a) and 11(e) through 11(q) of this Agreement, Crest Investment Company (“CIC”), the Jamal and Rania Daniel Revocable Trust (the “Jamal and Rania Daniel Trust”), Mr. Jamal Daniel, Mrs. Rania Daniel, the Daria Daniel 2003 Trust (the “Daria Daniel Tr
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • July 3rd, 2013 • Sprint Nextel Corp • Telephone communications (no radiotelephone)
THIS WAIVER AND AMENDMENT AGREEMENT (this “Waiver and Amendment Agreement”) is entered into as of July 2, 2013 by and among SPRINT NEXTEL CORPORATION, a Kansas corporation (“Sprint Nextel”), SPRINT HOLDCO, LLC, a Delaware limited liability company (“Sprint”), SN UHC 1, INC., a Delaware corporation, COMCAST CORPORATION, a Pennsylvania corporation, in its capacity as the Strategic Investor Representative (“Comcast”), COMCAST WIRELESS INVESTMENT, LLC, a Delaware limited liability company (“Comcast Wireless”), and BHN SPECTRUM INVESTMENTS, LLC, a Delaware limited liability company (“BHN”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in that certain Equityholders’ Agreement dated as of November 28, 2008 (the “Original Equityholders’ Agreement”), as amended by that certain Amendment to Equityholders’ Agreement, dated as of December 8, 2010, that certain Second Amendment to Equityholders’ Agreement, dated as of December 17, 2012, and that certain Th
