0000909518-10-000215 Sample Contracts

AMENDMENT AND LIMITED WAIVER TO THE NOTE AGREEMENTS
NextWave Wireless Inc. • April 2nd, 2010 • Radio & tv broadcasting & communications equipment • New York

This AMENDMENT AND LIMITED WAIVER TO THE NOTE AGREEMENTS (this “Amendment and Waiver”) is dated as of March 16, 2010 and is made with reference to (i) that certain Purchase Agreement dated as of July 17, 2006 (as amended by that certain First Amendment to Purchase Agreement dated as of March 12, 2008, that certain Second Amendment to Purchase Agreement dated as of September 26, 2008, that certain Amendment and Limited Waiver to the Note Agreements dated as of April 1, 2009 (the “April Amendment”), and that certain Amendment and Limited Waiver to the Note Agreements dated as of June 22, 2009 (the “June Amendment”)), among NextWave Wireless LLC, a Delaware limited liability company (“NextWave”), certain guarantors named therein, certain purchasers named therein and The Bank of New York Mellon (“BONY”), as Collateral Agent (as the same may be further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “First Lien Purchase Agreement”), (ii) th

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AMENDMENT AND LIMITED WAIVER TO THE NOTE AGREEMENTS
NextWave Wireless Inc. • April 2nd, 2010 • Radio & tv broadcasting & communications equipment • New York

This AMENDMENT AND LIMITED WAIVER TO THE NOTE AGREEMENTS (this “Amendment and Waiver”) is dated as of June 22, 2009 and is made with reference to (i) that certain Purchase Agreement dated as of July 17, 2006 (as amended by that certain First Amendment to Purchase Agreement dated as of March 12, 2008, that certain Second Amendment to Purchase Agreement dated as of September 26, 2008 and that certain Amendment and Limited Waiver to the Note Agreements dated as of April 1, 2009 (the “April Amendment”)), among NextWave Wireless LLC, a Delaware limited liability company (“NextWave”), PacketVideo Corporation, a Delaware corporation (“PacketVideo”), as a guarantor, certain other guarantors named therein, certain purchasers named therein and The Bank of New York (“BONY”), as Collateral Agent (as the same may be further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “First Lien Purchase Agreement”), (ii) that certain Second Lien Subordinated N

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