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any present or former officers, employees, directors or independent contractors of Company, any ERISA Affiliate or any of Company Subsidiaries and under which Company or any Company Subsidiaries has any liabilities.

“ Company Credit Facilities ” means (i) the First Lien Loan Agreement dated as of July 29, 2005 among AAT Communications Corp., as borrower, the financial institutions party thereto as Lenders, Toronto Dominion (Texas) LLC, as Administrative Agent and Collateral Agent, and (ii) the Second Lien Loan Agreement dated as of July 29, 2005 among AAT Communications Corp., as borrower, the financial institutions party thereto as Lenders, Royal Bank of Canada, as Administrative Agent, and Toronto Dominion (Texas) LLC, as Collateral Agent.

“ Company Financial Statements ” means the audited consolidated balance sheets of Company and Company Subsidiaries at December 31, 2004 and 2005 and the related audited consolidated statements of operations, cash flow and changes in shareholder’s equity for the corresponding years then ended, including the notes thereto and the related auditor’s reports.

“ Company Indemnified Parties ” has the meaning ascribed thereto in Section 5.7(a). “ Company Independent Advisors ” means Citigroup, Inc. and Lehman Brothers Inc. “ Company Intellectual Property Rights ” means the Intellectual Property owned or used by Company or any Company Subsidiary. “ Company Material Contract ” means

(i) any contract, agreement or arrangement which contains any non-compete or exclusivity provisions with respect to the business of or geographic area with respect to Company or any Company Subsidiary, or restricts the conduct of the business of Company or any Company Subsidiary, or the geographic area or manner in which Company or any Company Subsidiary may conduct business, in each case, in any material respect;

(ii) any contract, agreement or arrangement between Company or any Company Subsidiary, on the one hand, and any officer or director of Company or any Company Subsidiary (other than any such compensation arrangements that shall be terminated as of Closing Date with respect to which neither Company nor any Company Subsidiary shall have any obligation or liability following the Closing);

(iii) any contract, agreement or arrangement to which Company or any Company Subsidiary or any of their respective properties is subject, other than Tenant Leases, Ground Leases, Master Leases and Management Agreements, that (A) involves annual revenue to Company or any Company Subsidiary in excess of $250,000 in the calendar year ending December 31, 2006, or in excess of $1,000,000 over the remaining life of such contract, (B) obligates Company or any Company Subsidiary to expend an amount in excess of $250,000 in the calendar year ending December 31, 2006, or in excess of $1,000,000 over the remaining life of such contract, (C) obligates Company or any Company Subsidiary to make capital expenditures or acquire assets (including by

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