EXHIBIT 10.17 METAWAVE COMMUNICATIONS CORPORATION/ GTE Wireless Inc. Purchase Agreement Document Number #1003-PA Metawave Communications Corporation 10735 Willows Road NE Redmond, WA 98073-9769 USA Tel. 425 702-5600 Fax 425 702-5970...Purchase Agreement • October 14th, 1998 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • California
THIS FIFTH AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT (the "Agreement") is made as of the 28th day of April, 1999, by and among Metawave Communications Corporation, a Delaware corporation (the "Company"), and the investors and the founders...Rights Agreement • February 17th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Delaware
EXHIBIT 10.10 LOAN AGREEMENT THIS LOAN AGREEMENT is entered into as of October 14, 1997 (this "Loan Agreement") between METAWAVE COMMUNICATIONS CORPORATION, a Delaware corporation (herein called "Borrower"), and IMPERIAL BANK (herein called "Bank")....Loan Agreement • April 26th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • California
SECTION TITLE PAGE --------- ----------------------------------------- ---- 1. AGREEMENT................................ 1 2. DEFINITIONS.............................. 1 3. PURCHASE ORDERS / CANCELLATIONS.......... 3 4. SHIPPING / TITLE / RISK OF...Supply Agreement • April 26th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • New York
The Company, ATI, and Malibu Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of the Company ("Sub"), have entered --- into an Amended and Restated Agreement and Plan of Merger dated as of September __, 2000 (the "Merger...Registration Rights Agreement • October 31st, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Delaware
AMENDMENT TO LOAN AGREEMENTLoan Agreement • July 22nd, 1998 • Metawave Communications Corp
BETWEENAsset Purchase Agreement • May 15th, 2001 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Washington
SECTION HEADING PAGE SECTION 1. DESCRIPTION OF NOTES; COMMITMENT; WARRANTS 1 Section 1.1. Description of Notes 1 Section 1.2. Commitment, Closing Date 2 Section 1.3. Additional Warrants 2 Section 1.4. Limits on Rate of Return 3 SECTION 2. REDEMPTION...Note Agreement • July 22nd, 1998 • Metawave Communications Corp • New York
EXHIBIT 10.16 DISTRIBUTION AGREEMENT THIS AGREEMENT is entered into on this 10/th/ day of February, 2000. between: (1) METAWAVE COMMUNICATIONS (CAYMAN ISLANDS), a Cayman Islands company having its registered office at P.O. Box 1111, George Town, Grand...Distribution Agreement • April 24th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment
EMPLOYMENT AGREEMENT This Agreement is made by and between Metawave Communications Corporation (the "Company") and Vito Palermo (the "Executive").Employment Agreement • September 10th, 1998 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Washington
AGREEMENT ---------Manufacturing Agreement • February 17th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Washington
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER dated as of September 20, 2000Agreement and Plan of Merger • October 5th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Delaware
EXHIBIT 10.17 FOUNDER'S STOCK REPURCHASE AGREEMENT This Agreement is made as of the 7th day of July 1995, by and between Metawave Communications, Inc., a Delaware corporation (the "Company") and Thomas S. Huseby ("Founder"). WHEREAS, Founder is one of...Stock Repurchase Agreement • September 10th, 1998 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Washington
COMMON STOCKMetawave Communications Corp • July 22nd, 1998 • Maryland
EXHIBIT 10.6 METAWAVE COMMUNICATIONS CORPORATION AMENDED AND RESTATED SERIES E SENIOR PREFERRED STOCK AND CONVERTIBLE NOTE PURCHASE AGREEMENT April 28, 1999 TABLE OF CONTENTSConvertible Note Purchase Agreement • February 17th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Delaware
ORIGINAL GENERAL PURCHASING AGREEMENT BETWEEN SOUTHWESTCO WIRELESS, L.P.Entire Agreement • April 26th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • New York
ANDMaster Purchase Agreement • April 26th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment
EXHIBIT 1.1 ______________________________________________________________________________ ______________________________________________________________________________ METAWAVE COMMUNICATIONS CORPORATION (a Delaware corporation) [________] Shares of...Purchase Agreement • March 27th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • New York
EXHIBIT 10.10 LOAN AGREEMENT THIS LOAN AGREEMENT is entered into as of October 14, 1997 (this "Loan Agreement") between METAWAVE COMMUNICATIONS CORPORATION, a Delaware corporation (herein called "Borrower"), and IMPERIAL BANK (herein called "Bank")....Loan Agreement • February 17th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • California
RECITALSValue Added Reseller Agreement • April 24th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment
RECITALSManufacturing Agreement • October 14th, 1998 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Washington
August 24, 2001 Acqua Wellington North American Equities Fund Ltd. C/o Fortis Fund Services Ltd. Montague Sterling Centre East Bay Street, P.O. Box SS-6238 Nassau, Bahamas Dear Sirs: This letter sets forth the agreement of Acqua Wellington North...Metawave Communications Corp • August 28th, 2001 • Radio & tv broadcasting & communications equipment • New York
RECITALSIndemnification Agreement • February 17th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Delaware
September 21, 2001 Acqua Wellington North American Equities Fund Ltd. C/o Fortis Fund Services Ltd. Montague Sterling Centre East Bay Street, P.O. Box SS-6238 Nassau, Bahamas Dear Sirs: This letter sets forth the agreement of Acqua Wellington North...Metawave Communications Corp • September 27th, 2001 • Radio & tv broadcasting & communications equipment • New York
EXHIBIT 10.21 AMENDMENT NO. 1 to SUPPLY AGREEMENT ----------------------------------- BETWEEN GRUPO IUSACELL CELULAR S.A. DE C.V. ------------------------------------------- AND METAWAVE COMMUNICATIONS CORPORATION...Supply Agreement • October 31st, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment
EXHIBIT 10.21 Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*]. A complete version of this exhibit has been...Metawave Communications Corp • March 30th, 2001 • Radio & tv broadcasting & communications equipment • California
EXHIBIT 10.36 SMARTSHARE SYSTEM PURCHASE AGREEMENT BY AND BETWEEN METAWAVE COMMUNICATIONS CORPORATIONPurchase Agreement • April 15th, 2002 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • New York
SECTION TITLE PAGE ------- ----- ---- PREAMBLE 9 1. DEFINITIONS 9 2. TERM OF AGREEMENT 10 3. ORDERS 10 4. TERMINATION OF ORDERS 10 5. PRICING AND DELIVERY 11 6. INVOICES AND PAYMENT 11 7. PRICE PROTECTION 12 8. MOST FAVORED CUSTOMER 13 9. AUDIT 13 10....Section Title • April 24th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • New York
June 22, 2001 Acqua Wellington North American Funds Equities Ltd. C/o Fortis Fund Services Ltd. Montague Sterling Centre East Bay Street, P.O. Box SS-6238 Nassau, Bahamas Dear Sirs: This letter sets forth the agreement of Acqua Wellington North...Metawave Communications Corp • June 26th, 2001 • Radio & tv broadcasting & communications equipment • New York
September 6, 2001 Vertical Ventures L.L.C. 160 Central Park South Suite 3212 New York, N.Y. 10019 Dear Sirs: This letter is in reference to the letter dated August 30, 2001 (the "Letter") between Metawave Communications Corporation (the "Company") and...Metawave Communications Corp • September 14th, 2001 • Radio & tv broadcasting & communications equipment
August 9, 2001 Acqua Wellington North American Equities Fund Ltd. C/o Fortis Fund Services Ltd. Montague Sterling Centre East Bay Street, P.O. Box SS-6238 Nassau, Bahamas Dear Sirs: This letter sets forth the agreement of Acqua Wellington North...Metawave Communications Corp • August 17th, 2001 • Radio & tv broadcasting & communications equipment • New York
EXHIBIT 10.13 TECHNICAL COOPERATION AGREEMENT THIS AGREEMENT is made as of the ______ day of ________________, 1998. by and between (i) Shanghai New Globe Company, with an office at __Rm. 1305, No. 1207, Jiangning Road, Shanghai 200060, P.R. China...Technical Cooperation Agreement • April 24th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment
EXHIBIT 10.20 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of the 7th day of July, 1995, by and between Douglas O. Reudink ("Employee") and METAWAVE COMMUNICATIONS, INC., a Delaware corporation (the "Company")....Employment Agreement • February 17th, 2000 • Metawave Communications Corp • Radio & tv broadcasting & communications equipment • Washington
September 18, 2001 Pine Ridge Financial, Ltd. c/o Cavallo Capital Corp. 660 Madison Avenue New York, NY 10021 Dear Sirs: This letter sets forth the agreement of Pine Ridge Financial, Ltd. (the "Purchaser") and Metawave Communications Corporation (the...Metawave Communications Corp • September 27th, 2001 • Radio & tv broadcasting & communications equipment • New York
August 30, 2001 Vertical Ventures L.L.C. 160 Central Park South Suite 3212 New York, N.Y. 10019 Dear Sirs: This letter sets forth the agreement of Vertical Ventures L.L.C. ("Purchaser") and Metawave Communications Corporation (the "Company") regarding...Metawave Communications Corp • September 14th, 2001 • Radio & tv broadcasting & communications equipment • New York
