XO Communications, LLC $145,000,000 Senior Notes due April 15, 2009 Note Purchase Agreement Dated as of March 13, 2008Note Purchase Agreement • March 17th, 2008 • Icahn Carl C • New York
XO Communications, LLC, a Delaware limited liability company (the “Company"), agrees with each of the purchasers listed in the attached Schedule A (the “Purchasers") as follows:
GUARANTYIcahn Carl C • March 17th, 2008
For good and valuable consideration, the receipt and sufficiency of which are acknowledged, the undersigned (the “Guarantors”) jointly, severally and unconditionally guarantee, in accordance with the terms hereof and without any prior written notice, the full and punctual payment and performance of all of the Liabilities (as defined herein) when due (the “Guaranty”), whether required by acceleration or otherwise of XO COMMUNICATIONS, LLC, a Delaware limited liability company (the “Company”), to the purchasers listed on Schedule A and their permitted assigns of the Note Purchase Agreement (the “Agreement”) entered into on March 13, 2008 by and among the Company and such purchasers (the “Purchasers”). This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment as well as performance of all of the Liabilities whether now outstanding or arising in the future. Should the Company default in the payment or performance of any of the Liabilities, the obl
