Call Option/Note Redemption Agreement Sample Contracts

CALL OPTION/NOTE REDEMPTION AGREEMENT
Call Option/Note Redemption Agreement • August 23rd, 2012 • NextWave Wireless Inc. • Radio & tv broadcasting & communications equipment • New York

This CALL OPTION/NOTE REDEMPTION AGREEMENT (this “Agreement”) is dated as of August 16, 2012 (the “Effective Date”) and is entered into by and between NextWave Wireless LLC (“NextWave”) and NextWave Holdco LLC (the “Company”), on the one hand, and Wilmington Trust, National Association as noteholder representative (the “Noteholder Representative”) and the parties listed on Schedule A attached hereto (each, a “Noteholder” and, collectively, the “Noteholders”), on the other hand.

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