Sprint - Nextel 2012 Annual Report Download - page 217

RECITALS
WHEREAS, the Parties entered into that certain Note Purchase Agreement, dated as of December 17, 2012, as amended
by that certain First Amendment to Note Purchase Agreement, dated as of January 31, 2013 (as amended through the date hereof,
the “ Note Purchase Agreement ” ).
NOW, THEREFORE, in consideration of the foregoing and for other valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties hereby agree as follows:
1.
AMENDMENTS / ACKNOWLEDGMENT
1.1
Amendments to the Note Purchase Agreement. The Note Purchase Agreement is hereby amended as follows:
" Agreement to Purchase. Purchaser hereby agrees, subject to the conditions hereinafter stated, to purchase from the Issuers on the
applicable Draw Date set forth in Annex A hereto, at a purchase price equal to 100% of the aggregate principal amount thereof, an
aggregate principal amount of Notes equal to:
(a)
the definitions of "Agreement Condition" and "Build - Out Agreement" are hereby deleted from Section
1.01 of the Note Purchase Agreement;
(b)
Section 2.01 of the Note Purchase Agreement is hereby amended and restated in its entirety to read as
follows:
(a)
the Available Funding Amount; plus