Exhibit 10.9 [RESTATED AND TRANSLATED] ORIGINAL COPY FOR SIGNATURE MASTER AGREEMENT FOR THE PROVISION OF LOCAL INTERCONNECTION SERVICES Entered into by and between, TELEFONOS DE MEXICO, S.A. DE C.V.Master Agreement • June 10th, 2004 • Installations & Hirings LTD • Telephone communications (no radiotelephone)
Contract Type FiledJune 10th, 2004 Company Industry
INDENTUREIndenture • April 5th, 2004 • Installations & Hirings LTD • New York
Contract Type FiledApril 5th, 2004 Company Jurisdiction
EXCHANGE AGENT AGREEMENT The Bank of New York 101 Barclay Street, Floor 8 West New York, New York 10286 Attention: Corporate Trust Administration Ladies and Gentlemen: ___________________________ a ________ corporation (the "Company") proposes to make...Exchange Agent Agreement • March 28th, 2005 • Installations & Hirings LTD • Telephone communications (no radiotelephone) • New York
Contract Type FiledMarch 28th, 2005 Company Industry Jurisdiction
Joinder AgreementJoinder Agreement • April 5th, 2004 • Installations & Hirings LTD
Contract Type FiledApril 5th, 2004 CompanyWHEREAS, Nortel Networks Limited (the "Subscriber") is acquiring from Axtel, S.A. de C.V. (the "Corporation"), pursuant to the terms of a Restructuring Agreement dated as of March 20, 2003 by and among the Subscriber, the Corporation, Nortel Networks de Mexico, S.A. de C.V. and Toronto Dominion (Texas), Inc. the number and type of Shares (the "Securities") (as defined in the Unanimous Shareholders Agreement made as of October 6, 1997 among Bell Canada International (Mexico Telecom) Limited, Bell Canada International Inc., Telinor Telefonia, S. de R.L. de C.V. (formerly known as Telinor Telefonia, S.A. de C.V.), Worldtel Mexico Telecom Ltd. and the Corporation (formerly known as Telefonia Inalambrica del Norte, S.A. de C.V.) (the "Shareholders Agreement")) set forth below the Subscriber's signature to this joinder agreement (the "Joinder Agreement"); and
January 13, 2005 CREDIT SUISSE FIRST BOSTON LLC Eleven Madison Avenue New York, NY 10010-3629 Dear Sirs: Axtel, S.A. de C.V., a Mexican corporation (the "Issuer"), proposes to issue and sell to Credit Suisse First Boston LLC, (the "Initial...Installations & Hirings LTD • March 28th, 2005 • Telephone communications (no radiotelephone) • New York
Company FiledMarch 28th, 2005 Industry Jurisdiction
RECITALS:Assignment and Assumption Agreement • April 5th, 2004 • Installations & Hirings LTD
Contract Type FiledApril 5th, 2004 Company
December 16, 2003 CREDIT SUISSE FIRST BOSTON LLC Eleven Madison Avenue New York, NY 10010-3629 Dear Sirs: Axtel, S.A. de C.V., a Mexican corporation (the "Issuer"), proposes to issue and sell to Credit Suisse First Boston LLC, (the "Initial...Registration Rights Agreement • April 5th, 2004 • Installations & Hirings LTD • New York
Contract Type FiledApril 5th, 2004 Company Jurisdiction
Note: Portions of this exhibit indicated by "[ * ]" are subject to a confidential treatment request, and have been omitted from this exhibit. Complete, unredacted copies of this exhibit have been filed with the Securities and Exchange Commission as...Purchase and License Agreement • August 1st, 2005 • Installations & Hirings LTD • Telephone communications (no radiotelephone)
Contract Type FiledAugust 1st, 2005 Company Industry
WITNESSETHUnanimous Shareholders Agreement • April 5th, 2004 • Installations & Hirings LTD • Quebec
Contract Type FiledApril 5th, 2004 Company Jurisdiction
BLACKSTONE LETTERHEAD] May 15, 2002 Mr. Patricio Jimenez Chief Financial Officer Axtel S.A. de C.V. Ave. Jose Vasconcelos 210 Garza Garcia, N.L. 66260 Mexico Dear Patricio: This letter (the "Agreement") confirms the understanding and agreement between...Installations & Hirings LTD • April 5th, 2004
Company FiledApril 5th, 2004
Exhibit 10.13 THIS SPECIAL AGREEMENT (the "Special Agreement") dated as of September 30, 2003. BETWEEN: AXTEL, S.A. DE C.V., a corporation duly incorporated under the laws of the United Mexican States ("Axtel"); AND: NORTEL NETWORKS UK LIMITED, a...Special Agreement • July 2nd, 2004 • Installations & Hirings LTD • Telephone communications (no radiotelephone)
Contract Type FiledJuly 2nd, 2004 Company Industry
Exhibit 10.10 This Purchase and License Agreement for FWA Equipment (the "Agreement") is entered by and among Nortel Networks Limited and Nortel Networks de Mexico, S.A. de C.V. ("NN Mexico" and, collectively, "Nortel Networks"), and Axtel, S.A. de...Purchase and License Agreement • June 10th, 2004 • Installations & Hirings LTD • Telephone communications (no radiotelephone)
Contract Type FiledJune 10th, 2004 Company Industry
Exhibit 10.11 Page 1 Technical Assistance Support Services Agreement for FWA Equipment This Technical Assistance Support Services Agreement for FWA Equipment (the "Agreement"), dated as of February 14, 2003, is entered into between Axtel, S.A. de C.V....Installations & Hirings LTD • July 2nd, 2004 • Telephone communications (no radiotelephone) • New York
Company FiledJuly 2nd, 2004 Industry Jurisdiction
Exhibit 10.11 Page 1 Technical Assistance Support Services Agreement for FWA Equipment This Technical Assistance Support Services Agreement for FWA Equipment (the "Agreement"), dated as of February 14, 2003, is entered into between Axtel, S.A. de C.V....Installations & Hirings LTD • June 10th, 2004 • Telephone communications (no radiotelephone) • New York
Company FiledJune 10th, 2004 Industry Jurisdiction
WITNESSETHInstallations & Hirings LTD • April 5th, 2004
Company FiledApril 5th, 2004
Exhibit 10.16 "AMENDMENT AGREEMENT NO. 2" This Amendment Agreement No. 2 to the FWA PLA and the FWA TASS, dated as of April 20, 2004 (the "Amendment Agreement No. 2"), is entered by and between Airspan Communications Limited ("Airspan") and Axtel,...Installations & Hirings LTD • June 10th, 2004 • Telephone communications (no radiotelephone)
Company FiledJune 10th, 2004 Industry
EXHIBIT 10.13 Note: Portions of this exhibit indicated by "[ * ]" are subject to a confidential treatment request, and have been omitted from this exhibit. Complete, unredacted copies of this exhibit have been filed with the Securities and Exchange...Installations & Hirings LTD • March 28th, 2005 • Telephone communications (no radiotelephone)
Company FiledMarch 28th, 2005 Industry
Exhibit 10.14 "AMENDMENT AGREEMENT NO. 1" This Amendment Agreement No. 1 to the FWA PLA, dated as of September 15, 2003 (the "Amendment Agreement No.1"), is entered into among Nortel Networks Limited ("NNL"), Nortel Networks de Mexico, S.A. de C.V....Installations & Hirings LTD • June 10th, 2004 • Telephone communications (no radiotelephone)
Company FiledJune 10th, 2004 Industry
Note: Portions of this exhibit indicated by "[ * ]" are subject to a confidential treatment request, and have been omitted from this exhibit. Complete, unredacted copies of this exhibit have been filed with the Securities and Exchange Commission as...Installations & Hirings LTD • August 1st, 2005 • Telephone communications (no radiotelephone)
Company FiledAugust 1st, 2005 Industry
Exhibit 10.16 "AMENDMENT AGREEMENT NO. 2" This Amendment Agreement No. 2 to the FWA PLA and the FWA TASS, dated as of April 20, 2004 (the "Amendment Agreement No. 2"), is entered by and between Airspan Communications Limited ("Airspan") and Axtel,...Installations & Hirings LTD • July 2nd, 2004 • Telephone communications (no radiotelephone)
Company FiledJuly 2nd, 2004 Industry