AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT of VIRGIN MOBILE USA, INC. by and among VIRGIN MOBILE USA, INC., CORVINA HOLDINGS LIMITED, CORTAIRE LIMITED, SK TELECOM USA HOLDINGS, INC. and SPRINT VENTURES, INC. Dated as of August 22, 2008Stockholders’ Agreement • August 28th, 2008 • Virgin Mobile USA, Inc. • Radiotelephone communications • New York
THIS AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT (this “Agreement”) is entered as of August 22, 2008, by and among Virgin Mobile USA, Inc., a Delaware corporation (the “Company”), Corvina Holdings Limited, a company incorporated in the British Virgin Islands (“Corvina”), Cortaire Limited, a company incorporated in the British Virgin Islands (“Cortaire” and together with Corvina, “Virgin”), SK Telecom USA Holdings, Inc., a Delaware corporation (“SK Telecom”), and Sprint Ventures, Inc., a Kansas corporation (“Sprint”). Virgin, SK Telecom and Sprint, together with each Person who becomes a party hereto pursuant to Section 3.1, are referred to individually as a “Stockholder” and together as the “Stockholders”.
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 28th, 2008 • Virgin Mobile USA, Inc. • Radiotelephone communications
This AMENDMENT NO. 1 (this “Amendment”), dated as of August 22, 2008, amends the Registration Rights Agreement, dated as of October 16, 2007 (the “Registration Rights Agreement”), by and among Virgin Mobile USA, Inc., a Delaware corporation (the “Company”), Corvina Holdings Limited, a company incorporated in the British Virgin Islands, (“Corvina”), Cortaire Limited, a company incorporated in the British Virgin Islands (“Cortaire” and together with Corvina, “Virgin”), Sprint Ventures, Inc., a Kansas corporation (“Sprint”), Best Buy Co., Inc., a Minnesota corporation, and Freedom Wireless, Inc., a Nevada corporation.
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF VIRGIN MOBILE USA, L.P. Dated as of August 22, 2008Limited Partnership Agreement • August 28th, 2008 • Virgin Mobile USA, Inc. • Radiotelephone communications • Delaware
This AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Virgin Mobile USA, L.P. (the “Partnership”) is made as of the 22nd day of August, 2008, by and among VMU GP I, LLC, a limited liability company organized under the laws of the State of Delaware, as General Partner (as defined herein) of the Partnership, Bluebottle USA Holdings L.P., a limited partnership formed under the laws of the State of Delaware, as a Limited Partner (as defined herein) of the Partnership, Virgin Mobile USA, Inc., a Delaware corporation, as a Limited Partner of the Partnership (the “Ultimate Parent”), Sprint Ventures, Inc., a Delaware corporation, as a Limited Partner of the Partnership, and the other Limited Partners of the Partnership admitted in accordance with this Agreement.
