Exhibit 10.2
EXECUTION VERSION
JOINDER TO CASH MANAGEMENT AGREEMENT
Dated as of November 29,
2006
among
CROWN CASTLE TOWERS LLC
AND
THE SUBSIDIARIES THEREOF LISTED ON THE SIGNATURE
PAGES,
collectively, as Issuers,
CROWN CASTLE GT HOLDING SUB
LLC
CROWN CASTLE ATLANTIC LLC
as Members of Crown Castle GT Company
LLC
and Crown Atlantic Company LLC,
respectively,
THE BANK OF NEW YORK
as successor to JPMorgan Chase Bank,
N.A.
as Indenture Trustee
and
CROWN CASTLE USA INC.
as Manager
JOINDER TO CASH MANAGEMENT
AGREEMENT
This JOINDER TO CASH MANAGEMENT
AGREEMENT, dated as of November 29, 2006 (this
“Agreement”), among CROWN CASTLE TOWERS LLC, a Delaware
limited liability company (the “Issuer Entity”), CROWN
CASTLE SOUTH LLC, a Delaware limited liability company, CROWN
COMMUNICATION INC., a Delaware corporation, CROWN CASTLE PT INC., a
Delaware corporation, CROWN COMMUNICATION NEW YORK, INC., a
Delaware corporation, CROWN CASTLE INTERNATIONAL CORP. DE PUERTO
RICO, a Puerto Rico corporation (collectively, together with the
Issuer Entity, the “Initial Issuers”), CROWN CASTLE
TOWERS 05 LLC, a Delaware limited liability company (“Crown
05”), CROWN CASTLE PR LLC, a Puerto Rico limited liability
company (“Crown PR LLC”), CROWN CASTLE MU LLC, a
Delaware limited liability company (“Crown MU”), CROWN
CASTLE MUPA LLC, a Delaware limited liability company (“Crown
MUPA” and, together with Crown 05, Crown PR LLC and Crown MU,
the “Additional Issuers”, and, together with the
Initial Issuers, the “Issuers”), CROWN CASTLE GT
HOLDING SUB LLC, a Delaware limited liability company, CROWN CASTLE
ATLANTIC LLC, a Delaware limited liability company (together with
Crown Castle GT Holding Sub LLC, the “Members”), THE
BANK OF NEW YORK (as successor to JPMorgan Chase Bank, N.A.), a New
York banking corporation, as indenture trustee and not in its
individual capacity (the “Indenture Trustee”), and
CROWN CASTLE USA INC., a Pennsylvania corporation (the
“Manager”).
W I T N
E S S E
T H :
WHEREAS, the Initial Issuers, the
Members, the Indenture Trustee and the Manager are parties to that
certain Cash Management Agreement dated as of June 8, 2005
(the “Cash Management Agreement”);
WHEREAS, the Initial Issuers and the
Indenture Trustee are parties to that certain Indenture dated as of
June 1, 2005, as amended, supplemented and modified prior to
the date hereof (the “Indenture”);
WHEREAS, the Initial Issuers, the
Additional Issuers and the Indenture Trustee have entered into an
Indenture Supplement (the “Indenture Supplement”),
dated as of the date hereof, in order to issue Additional Notes (as
defined in the Indenture) pursuant to the terms of
Section 2.12 of the Indenture and to designate the Additional
Issuers as Issuers; and
WHEREAS, pursuant to
Section 4.02 of the Indenture Supplement, it is a condition
precedent to the Additional Issuers becoming Issuers under the
Indenture and the issuance of the Additional Notes thereunder that
the Additional Issuers become parties to the Cash Management
Agreement;
NOW, THEREFORE, in consideration of
the covenants herein contained and other good and valuable
consideration, the receipt and sufficiency of which are
hereby
acknowledged, the Initial Issuers, the Members,
the Indenture Trustee and the Manager hereby agree with the
Additional Issuers as follows:
S
