EXHIBIT 10.10
ADDENDUM II
TO SPRINT PCS MANAGEMENT AGREEMENT
Manager: Shenandoah Personal Communications Company,
A Virginia corporation
Service Area: Hagerstown, MD-Chambersburg, PA-Martinsburg, WV BTA
Winchester, VA BTA
Harrisonburg, VA BTA
Washington, DC BTA (Jefferson County, WV only)
Harrisburg, PBTA
York-Hanover, PA BTA
Altoona, PA BTA
This Addendum II (this "Addendum"), dated as of August 31, 2000),
contains certain additional and supplemental terms and provisions of that
certain (a) Sprint PCS Management Agreement entered into as of November 5, 1999,
by the same parties as this Addendum, which Management Agreement was further
amended by that certain Addendum I entered into as of November 5, 1999 (the
Sprint PCS Management Agreement, as amended, being the "Management Agreement").
The terms and provisions of this Addendum control, supersede and amend any
conflicting terms and provisions contained in the Management Agreement and the
Other Sprint Agreements. Except for express modification made in this Addendum,
the Management Agreement and the Other Sprint Agreements continue in full force
and effect.
Capitalized terms used and not otherwise defined in this Addendum
have the meaning ascribed to them in the Management Agreement. Section and
Exhibit references are to Sections and Exhibits of the Management Agreement
unless otherwise noted.
The Management Agreement and the Other Sprint Agreements are
modified as follows:
1. Transfer of Spectrum. In the event that either (i) Sprint PCS
puts the Disaggregated License to Manager pursuant to Section 11.6.2 of the
Management Agreement or (ii) Manager purchases the Disaggregated License
pursuant to Section 11.5.2 of the Management Agreement, then the NPA-NXXs listed
on Exhibit A attached hereto, if then in use by Manager, will be transferred to
Manager.
2. Counterparts. This Addendum may be signed in one or more
counterparts, each of which will be deemed an original, but all of which
together will constitute one and the same instrument.
1
IN WITNESS WHEREOF, the parties hereto have caused this Addendum to
be executed by their respective authorized officers as of the date and year
first above written.
Sprint Spectrum L.P.
By: /S/ Thomas E. Mateer
----------------------------
Name: Thomas E. Mateer
Title: Vice President - Affiliations
WirelessCo, L.P.
By: /S/ Thomas E. Mateer
----------------------------
Name: Thomas E. Mateer
Title: Vice President - Affiliations
APC PCS, LLC
By: /S/ Thomas E. Mateer
----------------------------
Name: Thomas E. Mateer
Title: Vice President - Affiliations
PhillieCo, L.P.
By: /S/ Thomas E. Mateer
----------------------------
Name: Thomas E. Mateer
Title: Vice President - Affiliations
Sprint Communications Company L.P.
By: /S/ Don A. Jensen
----------------------------
Name: Don A. Jensen
Title: Vice President - Law
Shenandoah Personal
Communications Company
By: /S/ Christopher E. French
----------------------------
Name: Christopher E. French
Title: President
2
Exhibit A to Addendum II
to Sprint PCS Management Agreement
GSM Codes * CDMA Codes Location
---------------------------------- --------
717-977 717-404 Chambersburg, PA
301-991 301-992 Hagerstown, MD
301-465 301-462 Myersville, MD
304-279 304-283 Falling Waters, WV
540-671 540-683 Washington, VA
540-664 540-327 Winchester, VA
540-335 540-325 Edinburg, VA
540-435 540-560 Harrisonburg, VA
717-421 Harrisburg, PA
717-542 York, PA
717-386 Carlisle, PA
* Customers assigned GSM Codes were converted to CDMA service.
3