EXHIBIT 10.26A May 29, 1997 Vanguard Cellular Financial Corp. 2002 Pisgah Church Road, Suite 300 Greensboro, NC 27455 ATTN: Haynes G. Griffin, President RE: Warrant Exchange Guaranty and The Toronto-Dominion Bank Guaranty Gentlemen: This letter seeks...Warrant Exchange Guaranty • August 12th, 1997 • International Wireless Communications Holdings Inc • Radiotelephone communications
This letter seeks to clarify our understanding of certain of the terms of the Guaranty provided by Vanguard Cellular Financial Corp., a North Carolina corporation ("Vanguard") to International Wireless Communications Holdings, Inc., a Delaware corporation ("IWCH") pursuant to the Agreement dated as of May 5, 1997 between Vanguard and IWCH (the "Warrant Exchange Agreement"). Under the terms of the Warrant Exchange Agreement, Vanguard agreed to assist IWCH in arranging such interim financing by guarantying (the "Guaranty") up to an aggregate or $3,200,000 of indebtedness incurred by IWCH or its wholly owned subsidiaries (the "Guaranty Amount"), from May 5, 1997 until the earlier of February 3, 1999 and such time as IWCH either receives at least $3,200,000 in alternative debt financing or consummates an initial public offering providing it with at least $3,200,000 in net proceeds (the "Guaranty Period").
