First Amendment to the Fourth Amended and Restated Limited Liability Company Agreement of Mobility II LLC
FIRST AMENDMENT TO THE
FOURTH AMENDED AND RESTATED
LIMITED LIABILITY COMPANY AGREEMENT
AT&T MOBILITY II LLC
This First Amendment (the First Amendment) to the Fourth Amended and Restated Limited Liability Company Agreement is entered into this 23 day of October, 2018 and effective as of the date set forth below, by AT&T Mobility Corporation, a Delaware corporation, as the manager (the Manager) of AT&T Mobility II LLC (the Company) pursuant to Section 22 of the Existing Agreement (defined below).
WHEREAS, the Company is governed by the Fourth Amended and Restated Limited Liability Company Agreement of AT&T Mobility II LLC, with an effective date of October 15, 2018 (the Existing Agreement);
WHEREAS, the Third Amended and Restated Limited Liability Company Agreement of the Company contained two amendments titled Fifth Amendment, one of which was dated effective April 30, 2018 (the April Amendment) and one of which was dated effective October 15, 2018 (the October Amendment);
WHEREAS, the April Amendment updated Schedule A to reflect a distribution to New Cingular Wireless Services, Inc. on April 30, 2018;
WHEREAS, as a result of scriveners error, the April Amendment was not incorporated into the Existing Agreement, resulting in Schedule A of the Existing Agreement not reflecting the current ownership of the Company; and
WHEREAS, the Manager desires to amend Schedule A of the Existing Agreement to incorporate the current ownership of the Company as set forth in the April Amendment, and does hereby adopt this First Amendment as an amendment to the Existing Agreement.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
Amendments. The Schedule to the Existing Agreement entitled, SCHEDULE A MEMBERS shall be deleted in its entirety and replaced by SCHEDULE A MEMBERS, attached hereto, which sets forth the ownership of the Company as in effect on October 15, 2018.
Full Force and Effect. Except as amended by this First Amendment, the Existing Agreement shall continue in full force and effect.
Counterparts. This First Amendment may be executed in one or more counterparts, each of which shall constitute an original and all of which when taken together shall constitute one binding agreement.
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IN WITNESS WHEREOF, the undersigned has caused this First Amendment to be executed by its duly authorized representative.
|AT&T MOBILITY CORPORATION|
Name: George B. Goeke
Signature Page to First Amendment to
Fourth Amended and Restated Limited Liability Company Operating Agreement of AT&T Mobility II LLC
Common Interest Members
|Member||Common Interests||Common Percentage Interest|
Series A Preferred Interest Member
|Member||Series A Preferred Interests|
SBC Master Pension Trust