EX-10.12 13 d58657_ex10-12.txt ADDENDUM IV TO SPRINT PCS MGT. AGREEMENT EXHIBIT 10.12 ADDENDUM IV 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, PA BTA York-Hanover, PA BTA Altoona, PA BTA This Addendum IV (this "Addendum"), dated as of May 22, 2003, contains certain additional and supplemental terms and provisions of that certain 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 dated November 5, 1999, Addendum II dated August 31, 2000 and Addendum III dated September 26, 2001 (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 is modified as follows: 1. Transfer of Spectrum - Deleted. Section 1 of Addendum II to the Management Agreement is deleted in its entirety. 2. NPA-NXX-X Transfer. In the event that either (i) Sprint PCS puts the Disaggregated License to Manager pursuant to Section 11.6.2 or (ii) Manager purchases the Disaggregated License pursuant to Section 11.5.2, then the NPA-NXX-Xs then in use by Manager, will be transferred to the Manager. The NPA-NXX-Xs used by Manager will be mutually determined by Sprint and Shenandoah Personal Communications Company in their reasonable discretion. 3. Counterparts. This Addendum may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute but one agreement. [the remainder of this page is intentionally left blank] 2 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 ------------------------------ Thomas E. Mateer, Vice President - Affiliates/Private Label Services WIRELESSCO, L.P. By: /S/ Thomas E. Mateer ------------------------------ Thomas E. Mateer, Vice President - Affiliates/Private Label Services APC PCS, LLC By: /S/ Thomas E. Mateer ------------------------------ Thomas E. Mateer, Vice President - Affiliates/Private Label Services PHILLIECO, L.P. By: /S/ Thomas E. Mateer, ------------------------------ Thomas E. Mateer, Vice President - Affiliates/Private Label Services SPRINT COMMUNICATIONS COMPANY, L.P. By: /S/ Mike Goff ------------------------------ Mike Goff Vice President - Corporate Brand Management SHENANDOAH PERSONAL COMMUNICATIONS COMPANY By: /S/ Christopher E. French ------------------------------ Christopher E. French President 3