Eighth Amendment and Limited Term Waiver AgreementForbearance Agreement |
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Inter-American Development Bank | SR TELECOM INC. | COMUNICACIÓN Y TELEFONÍA RURAL S.A.. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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March 30, 2005 Inter-American Development
Bank Export Development Canada Ladies and Gentlemen: Reference is made to (a) the Eighth Amendment and Limited Term Waiver Agreement dated as of February 13, 2004 (as amended, supplemented or otherwise modified as of the date hereof, including by means of a letter agreement between SRT, the Borrower and the Senior Lenders dated February 14, 2005, the " Eighth Amendment ") between among SR Telecom Inc., a corporation duly organized and validly existing under the laws of Canada (" SRT "), Comunicación y Telefonía Rural S.A., a sociedad anónima duly organized and validly existing under the laws of Chile (the " Borrower "), Export Development Canada (formerly Export Development Corporation), a corporation established by an Act of the Parliament of Canada (" EDC "), and Inter-American Development Bank, an international organization established by the Articles of Agreement among its member countries (" IDB ", together with EDC, the " Senior Lenders "). Capitalized terms used herein and defined in the Eighth Amendment shall have the same respective meanings herein. Pursuant to Section 6 of the Eighth Amendment, the Eighth Amendment will expire upon the earliest date of occurrence of any of the events listed therein. Section 6(a) of the Eighth Amendment lists March 31, 2005 as one such event. In view of the fact that SRT continues to discuss with debenture holders and other creditors a possible restructuring of outstanding debentures together with possible new debt facilities, which transactions will require the consent of the Senior Lenders and the final terms of which are anticipated to materially impact the scope and terms of such consent, each of the parties hereto agree, subject to the conditions specified in the last paragraph of this letter, that: (1) Section 6(a) of the Eighth Amendment is hereby amended in its entirety to read as follows: "(a) April 22, 2005;"; (2) Section 6 of the Eighth Amendment is hereby amended by replacing the text in Section 6(j)(ii) in its entirety with the following: "(ii) the failure to of SRT to provide the Senior Lenders promptly upon receipt thereof by SRT but in any event by no later than April 22, 2004, SRT's 2004 annual financial statements including an opinion of an independent certified public accountants thereon;" (3) Section 6 of the Eighth Amendment is amended by (a) replacing the numerals "$45,000" in Section 6(k) with the numerals "$150,000" and (b) replacing the words "February 18, 2005" in Section 6(k) with the words "April 15, 2005". &nb |
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