Ribbit LEAP Limited Inactive 10-Q2008 Q2 Quarterly report

Filed: 7 Aug 08, 12:00am

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New words: agaisnt, anniversary, AU, Berger, capability, complementary, conformity, correlation, counterparty, descending, dissolution, dissolved, Fargo, floor, forma, formula, fundamental, Global, inception, integrate, kind, Las, multiplied, nongovernmental, nonmonetary, NYSE, outweigh, phase, plant, proportion, recapitalization, repayment, St, suspended, swaplet, text, tranche, trustee, Walter, weighted

Removed: Alaska, ANB, close, competitor, dollar, interfered, membership, Native, schedule

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EXHIBIT 10.2

CONSENT

Dated as of June 18, 2008

Each of the undersigned, as Guarantor under the Amended and Restated Parent Guaranty dated as of June 16, 2006 (in the case of Leap Wireless International, Inc.) or the Amended and Restated Subsidiary Guaranty dated as of June 16, 2006 (collectively, the “Guaranty”), in each case, in favor of the Administrative Agent and the Lenders party to the Credit Agreement referred to in the foregoing Amendment, hereby consents to such Amendment and the transactions contemplated by such Amendment and hereby confirms and agrees that (a) notwithstanding the effectiveness of such Amendment, the Guaranty is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that, on and after the effectiveness of such Amendment, each reference in the Guaranty to the “Credit Agreement”, “thereunder”, “thereof” or words of like import shall mean and be a reference to the Credit Agreement, as amended by such Amendment, and (b) the Collateral Documents to which such Guarantor is a party and all of the Collateral described therein do, and shall continue to, secure the payment of all of the obligations to be secured thereunder.



	LEAP WIRELESS INTERNATIONAL, INC. CRICKET LICENSEE (REAUCTION), INC. CRICKET LICENSEE I, INC. CHASETEL REAL ESTATE HOLDING COMPANY, INC. CRICKET ALABAMA PROPERTY COMPANY CRICKET ARIZONA PROPERTY COMPANY CRICKET ARKANSAS PROPERTY COMPANY CRICKET CALIFORNIA PROPERTY COMPANY CRICKET COLORADO PROPERTY COMPANY CRICKET FLORIDA PROPERTY COMPANY CRICKET GEORGIA PROPERTY COMPANY, INC. CRICKET IDAHO PROPERTY COMPANY CRICKET ILLINOIS PROPERTY COMPANY CRICKET INDIANA PROPERTY COMPANY CRICKET KANSAS PROPERTY COMPANY CRICKET KENTUCKY PROPERTY COMPANY CRICKET MICHIGAN PROPERTY COMPANY CRICKET MINNESOTA PROPERTY COMPANY CRICKET MISSISSIPPI PROPERTY



	COMPANY CRICKET NEBRASKA PROPERTY COMPANY CRICKET NEVADA PROPERTY COMPANY CRICKET NEW MEXICO PROPERTY COMPANY CRICKET NEW YORK PROPERTY COMPANY, INC. CRICKET NORTH CAROLINA PROPERTY COMPANY CRICKET OHIO PROPERTY COMPANY CRICKET OKLAHOMA PROPERTY COMPANY CRICKET OREGON PROPERTY COMPANY CRICKET PENNSYLVANIA PROPERTY COMPANY CRICKET TEXAS PROPERTY COMPANY CRICKET UTAH PROPERTY COMPANY CRICKET WASHINGTON PROPERTY COMPANY CRICKET WISCONSIN PROPERTY COMPANY


By:	/s/ S. DOUGLAS HUTCHESON
	Name:	S. Douglas Hutcheson
	Title:	CEO

CRICKET LICENSEE 2007, LLC
By:	Cricket Licensee (Reauction), Inc.
	Its Manager and sole member


By:	/s/ S. DOUGLAS HUTCHESON
	Name:	S. Douglas Hutcheson
	Title:	CEO

HARGRAY WIRELESS, LLC
By:	Cricket Communications, Inc.
	Its Manager and sole member


By:	/s/ S. DOUGLAS HUTCHESON
	Name:	S. Douglas Hutcheson
	Title:	CEO

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