Master Equipment Financing Agreement Sample Contracts

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Nii Holdings – [Form of Second Amendment to the Master Equipment Financing Agreement] (March 12th, 2004)

Reference is made to that certain Master Equipment Financing Agreement, dated as of November 12, 2002 (as hereafter amended, supplemented or modified, from time to time including, but not limited to, that certain First Amendment to the Master Equipment Financing Agreement dated July 29, 2003 (the First MEFA Amendment)), between and among NII Holdings (Cayman), Ltd.; Nextel del Peru, S.A.; and Teletransportes Integrales, S.A. de C.V. (collectively, the Borrowers); the Lenders named therein, Motorola Credit Corporation (MCC) as the Administrative Agent and the Lender; and Citibank, N.A. (the Collateral Agent) (as so amended, the Agreement.)

Sistemas De Comunicaciones Troncales Sa De Cv – MASTER EQUIPMENT FINANCING AGREEMENT Dated as of November 12, 2002 by and Between NII HOLDINGS (CAYMAN), LTD., NEXTEL DEL PERU, S.A., TELETRANSPORTES INTEGRALES, S.A. DE C.V., THE LENDERS NAMED HEREIN, MOTOROLA CREDIT CORPORATION, as Administrative Agent, and CITIBANK, N.A., as Collateral Agent (December 20th, 2002)

MASTER EQUIPMENT FINANCING AGREEMENT, dated as of November 12, 2002 (as amended, modified or supplemented in accordance with the terms hereof, this "Agreement"), by and between NII Holdings (Cayman), Ltd., a company incorporated under the laws of the Cayman Islands ("NII Cayman"); Nextel del Peru, S.A., a corporation organized under the laws of Peru ("Nextel Peru"); Teletransportes Integrales, S.A. de C.V., a corporation organized under the laws of Mexico ("Nextel Teletransportes") (collectively, NII Cayman, Nextel Peru, and Nextel Teletransportes, the "Borrowers"), the LENDERS (hereinafter defined), MOTOROLA CREDIT CORPORATION, a corporation duly organized under the laws of the State of Delaware, as administrative agent (in such capacity, the "Administrative Agent") for the Lenders and Citibank, N.A., a national banking association, not in its individual capacity, but solely as collateral agent under the Intercreditor Agreement (as defined below) (in such capacity, the "Collateral Age