ALIGNVEST ACQUISITION CORPORATION as the Corporation and EQUITY FINANCIAL TRUST COMPANY as the Warrant AgentWarrant Agency Agreement • November 15th, 2016 • Alignvest Acquisition Corp • Ontario
ALIGNVEST ACQUISITION CORPORATION, a corporation incorporated under the laws of the Province of Ontario (the “Corporation”)
SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT AMONG TRILOGY INTERNATIONAL PARTNERS LLC AND ITS MEMBERS Dated as of February 7, 2017Limited Liability Company Agreement • February 22nd, 2017 • Trilogy International Partners Inc. • Blank checks • Washington
In connection with the registration of the Registrable Securities, Canadian Parent shall have the following obligations:
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 27th, 2017 • Trilogy International Partners Inc. • Radiotelephone communications • British Columbia
This Agreement is made as of February 7, 2017 between SG Enterprises II, LLC, a limited liability company having an address at 155 - 108th Avenue NE, Suite 400, Bellevue, Washington, 98004 (the “Investor”) and Trilogy International Partners Inc. (formerly Alignvest Acquisition Corporation)(“Trilogy Parent”), a British Columbia corporation.
TRILOGY INTERNATIONAL PARTNERS LLC, TRILOGY INTERNATIONAL FINANCE INC., THE GUARANTORS named herein and WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE AND AS COLLATERAL AGENT __________________________ INDENTURE Dated as of May 6, 2016...Indenture • January 6th, 2017 • Alignvest Acquisition Corp • Blank checks • New York
INDENTURE, dated as of May 6, 2016, among Trilogy International Partners LLC, a Washing- ton limited liability company (the “Company”), Trilogy International Finance Inc., a Delaware corpora- tion (the “Co-Issuer” and, together with the Company, the “Issuers,” and each individually, an “Issuer”), the Guarantors (as hereinafter defined) party hereto from time to time and Wells Fargo Bank, National Association, a national banking association, organized and existing under the laws of the United States of America, as Trustee and as Collateral Agent (each as defined below).
VOTING TRUST AGREEMENTVoting Trust Agreement • February 22nd, 2017 • Trilogy International Partners Inc. • Blank checks • British Columbia
WHEREAS in connection with an arrangement agreement (as amended, the “Arrangement Agreement”) dated as of November 1, 2016 between Trilogy Parent and Trilogy Subsidiary, Trilogy Subsidiary agreed to issue Class C units of Trilogy Subsidiary (the “Trilogy Class C Units”) to existing holders of the outstanding units of Trilogy Subsidiary pursuant to a plan of arrangement (the “Arrangement”) under the OBCA (as defined herein);
UNDERWRITING AGREEMENTUnderwriting Agreement • November 15th, 2016 • Alignvest Acquisition Corp • Ontario
The undersigned, TD Securities Inc. and Cantor Fitzgerald & Co. (collectively, the “Lead Underwriters”), BMO Nesbitt Burns Inc. and CIBC World Markets Inc. (together with the Lead Underwriters, the “Underwriters”, and each individually, an “Underwriter”), understand that Alignvest Acquisition Corporation (the “Corporation”) proposes to issue and sell to the Underwriters 22,500,000 Class A restricted voting units of the Corporation (the “Class A Restricted Voting Units” or the “Treasury Units”). Each Class A Restricted Voting Unit has an offering price of $10.00 per Class A Restricted Voting Unit (the “Purchase Price”) and consists of one Class A restricted voting share of the Corporation (each, a “Class A Restricted Voting Share”) and one-half of a Warrant (as defined herein). Upon the closing of a qualifying acquisition (as defined herein), each Class A Restricted Voting Share will, unless previously redeemed, be automatically converted into one Class B Share (as defined herein), subj
AMENDED AND RESTATED NOTE PURCHASE AGREEMENT by and among TRILOGY INTERNATIONAL SOUTH PACIFIC LLC, as the Company, TRILOGY INTERNATIONAL PARTNERS LLC, TRILOGY INTERNATIONAL SOUTH PACIFIC HOLDINGS LLC, TRILOGY INTERNATIONAL LATIN AMERICA I LLC, TRILOGY...Note Purchase Agreement • June 11th, 2021 • Trilogy International Partners Inc. • Radiotelephone communications • New York
AMENDED AND RESTATED NOTE PURCHASE AGREEMENT, dated as of June 7, 2021 (this “Agreement”), by and among Trilogy International South Pacific LLC, a Delaware limited liability company (the “Company”), Trilogy International Partners LLC, a Washington limited liability company (“TIP”), Trilogy International South Pacific Holdings LLC, a Delaware limited liability company (“TISPH”), Trilogy International Latin America I LLC, a Delaware limited liability company (“TILA I”), Trilogy International Latin America II LLC, a Delaware limited liability company (“TILA II”), Trilogy International Latin America III LLC, a Delaware limited liability company (“TILA III”), Trilogy International Latin Territories Inc., a Delaware corporation (“TILT” and, together with the TIP, TISPH, TILA I, TILA II and TILA III, the “Guarantors,” and each individually, a “Guarantor”), the Holders (as hereinafter defined) party hereto and Alter Domus (US) LLC, a Delaware limited liability company, as Administrative Agent
AMENDING AGREEMENT THIS AGREEMENT is made this 20th day of December, 2016.Amending Agreement • January 6th, 2017 • Alignvest Acquisition Corp • Blank checks
TRILOGY INTERNATIONAL PARTNERS LLC, TRILOGY INTERNATIONAL FINANCE INC., THE GUARANTORS named herein and WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE AND AS COLLATERAL AGENT __________________________________ INDENTURE Dated as of May 2, 2017...Supplemental Indenture • May 4th, 2017 • Trilogy International Partners Inc. • Radiotelephone communications • New York
INDENTURE, dated as of May 2, 2017, among Trilogy International Partners LLC, a Washing-ton limited liability company (the “Company”), Trilogy International Finance Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers,” and each individually, an “Issuer”), the Guarantors (as hereinafter defined) party hereto from time to time and Wells Fargo Bank, National Association, a national banking association, organized and existing under the laws of the United States of America, as Trustee and as Collateral Agent (each as defined below).
ContractSupplemental Indenture • January 6th, 2017 • Alignvest Acquisition Corp • Blank checks • New York
First Supplemental Indenture (this “First Supplemental Indenture”), dated as of November 22, 2016 (the “Effective Date”) among Trilogy International Partners LLC, a Washington limited liability company (the “Company”), Trilogy International Finance Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors (as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee and collateral agent under the Indenture referred to below (the “Trustee”).
ESCROW AGREEMENTEscrow Agreement • November 15th, 2016 • Alignvest Acquisition Corp • Ontario
Escrow Agreement (the “Agreement”) dated June 24, 2015 among Alignvest Acquisition Corporation, a corporation incorporated under the laws of Ontario (the “Corporation”), Equity Financial Trust Company, a trust company licensed to carry on business in all Provinces in Canada, as the escrow agent (the “Escrow Agent”) and TD Securities Inc. (“TD”) and Cantor Fitzgerald & Co. (“Cantor”) solely for the purposes of Section 2(5) and Section 16 herein.
Facilities AgreementFacilities Agreement • January 6th, 2017 • Alignvest Acquisition Corp • Blank checks
between (1) Two Degrees Mobile Limited (company number 1117222) and Two Degrees New Zealand Limited (formerly Snap Limited) (company number 1607458) (Original Borrowers)
FORFEITURE AND TRANSFER RESTRICTIONS AGREEMENT AND UNDERTAKINGForfeiture and Transfer Restrictions Agreement • November 15th, 2016 • Alignvest Acquisition Corp • Ontario
WHEREAS Alignvest Management Corporation, as the sponsor of the Corporation (the “Sponsor”), Bonnie Brooks, Vince Hemmer (as grantor and trustee of Vincent J. Hemmer Revocable Trust dated June 14, 2002), Adam Jiwan, Nadir Mohamed and Donald Walker (collectively, and together with the Sponsor, the “Founders”, and each a “Founder”), have collectively purchased 6,701,344 Class B shares of the Corporation (the “Founders’ Shares”) (before taking into account the Class B Shares (as defined herein) forming part of the Class B Units (as defined herein) purchased pursuant to the Prospectus), for an aggregate price of $25,000, or approximately $0.0037 per Founders’ Share, or $0.0043 per Founders’ Share if the Over-Allotment Option (as defined below) is not exercised;
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • June 11th, 2021 • Trilogy International Partners Inc. • Radiotelephone communications • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of May 20, 2021 (this “Second Supplemental Indenture”), by and among Trilogy International Partners LLC, a Washington limited liability company (the “Company”), Trilogy International Finance Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors listed on the signature pages hereto (the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Collateral Agent”).
ContractTrilogy International Partners Inc. • January 10th, 2022 • Radiotelephone communications
PURCHASE AGREEMENT by and among TRILOGY INTERNATIONAL PARTNERS LLC, TRILOGY INTERNATIONAL LATIN TERRITORIES LLC, TRILOGY INTERNATIONAL LATIN AMERICA III LLC, and BALESIA TECHNOLOGIES, INC. Dated as of March 28, 2022Purchase Agreement • March 30th, 2022 • Trilogy International Partners Inc. • Radiotelephone communications • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 28, 2022 (the “Effective Date”), by and among Trilogy International Partners LLC, a Washington limited liability company (“TIP LLC”), Trilogy International Latin Territories LLC, a Delaware limited liability company (“TILT”), Trilogy International Latin America III, LLC, a Delaware limited liability company (“TILA III”, and together with TIP LLC and TILT, “Sellers” and each, a “Seller”), and Balesia Technologies, Inc., a Delaware corporation (“Buyer”)
MASTER LEASE AGREEMENT AMONG EMPRESA DE TELECOMUNICACIONES NUEVATEL PCS DE BOLIVIA S.A., WESTERN WIRELESS INTERNATIONAL BOLIVIA LLC, SERVICIOS DE ALQUILERES PHOENIXTOWER S.A. PTI BOLIVIA II, LLC, AND PTI BOLIVIA ISSUER, LLCMaster Lease Agreement • March 12th, 2019 • Trilogy International Partners Inc. • Radiotelephone communications • New York
SUCCESSOR TO ALIGNVEST ACQUISITION CORPORATION) as the Corporation and TSX TRUST COMPANY (SUCCESSOR TO EQUITY FINANCIAL TRUST COMPANY) as the Warrant Agent SUPPLEMENT TO THE WARRANT AGENCY AGREEMENT As of February 7, 2017Warrant Agency Agreement • February 22nd, 2017 • Trilogy International Partners Inc. • Blank checks • Ontario
ContractFirst Supplemental Indenture • October 22nd, 2020 • Trilogy International Partners Inc. • Radiotelephone communications • New York
FIRST SUPPLEMENTAL INDENTURE (this "First Supplemental Indenture"), dated as of October 21, 2020, among Trilogy International Partners LLC, a Washington limited liability company (or its permitted successor) (the "Company"), Trilogy International Finance Inc., a Delaware corporation, (the "Co-Issuer", and collectively with the Company, the "Issuers"), the Guarantors (as defined in the Indenture) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the "Trustee").
TRILOGY INTERNATIONAL SOUTH PACIFIC LLC, TISP FINANCE, INC., THE GUARANTORS named herein and WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE AND AS COLLATERAL AGENT INDENTURE Dated as of June 7, 2021 8.875% Senior Secured Notes due 2023Indenture • June 11th, 2021 • Trilogy International Partners Inc. • Radiotelephone communications • New York
INDENTURE, dated as of June 7, 2021, among Trilogy International South Pacific LLC, a Delaware limited liability company (the “Company”), TISP Finance, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers,” and each individually, an “Issuer”), the Guarantors (as hereinafter defined) party hereto from time to time and Wells Fargo Bank, National Association, a national banking association, organized and existing under the laws of the United States of America, as Trustee and as Collateral Agent (each as defined below).
MAKE WHOLE AGREEMENT AND UNDERTAKINGMake Whole Agreement • November 15th, 2016 • Alignvest Acquisition Corp • Ontario
RE Covenants of Alignvest Management Corporation, as sponsor of the Corporation (the “Sponsor”) pursuant to the Corporation’s final prospectus, dated June 16, 2015 (the “Prospectus”)
CORRESPONDS TESTIMONYTrilogy International Partners Inc. • March 22nd, 2021 • Radiotelephone communications
In the city of La Paz, Plurinational State of Bolivia, at FIFTEEN hours and SIX minutes of the SECOND day of the month of JUNE of the year TWO THOUSAND TWENTY.- Before me: Dr. SILVIA VALERIA CARO CLAURE, Attorney, Notary Public No. 071 , Municipality of La Paz, Department of La Paz, the following persons appeared in this notarial office Mr. HUMBERTO GONZALO ENDARA DE UGARTE with I.D. No. 2308185 L.P., in his capacity as Vice President for Administration and Finance and HEINZ MARCELO HASSENTEUFEL LOAYZA with I.D. No. 3419064 L.P., in his capacity as Manager of Legal Affairs, in legal representation of EMPRESA DE TELECOMUNICACIONES NUEVATEL PCS DE BOLIVIA S.A., in virtue of Power of Attorney No. 1388/2019, dated December 20, 2019, notarized before the Notary Public No. 101, under the responsibility of Dr. Jose Luis Garcia Estevez, of the Judicial District of La Paz; on the other hand, Mr. MARCELO VLADIMIR FERNÁNDEZ QUIROGA, with I.D. No. 4791741 L.P., in his capacity as General Manager,
