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                                                                   Exhibit 10.55

                            WIRELESS BROADBAND SYSTEM
                               SERVICES AGREEMENT

                                     BETWEEN

                                 MOTOROLA, INC.

                                       AND

                                CLEARWIRE US LLC

                        MOTOROLA/CLEARWIRE CONFIDENTIAL

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                            WIRELESS BROADBAND SYSTEM

                               SERVICES AGREEMENT

     This Wireless Broadband System Services Agreement ("Services Agreement") is
     between Motorola, Inc., a Delaware corporation, ("Motorola", which term
     will also mean, where the context requires, Motorola subsidiaries or
     subcontractors involved in providing services or materials for this
     Purchase Agreement) and Clearwire US LLC, a Nevada limited liability
     company ("Clearwire" which term will also mean, where the context requires,
     "Clearwire Affiliates").

                                    RECITALS:

1.   Clearwire has obtained or will obtain a license to operate wireless
     broadband communications systems in the United States and other countries.

2.   Motorola desires to sell and Clearwire may choose to purchase services for
     Clearwire's (and Clearwire's Affiliates) Wireless Broadband Infrastructure
     System (as hereinafter defined) as set forth in this Services Agreement and
     in the attached Exhibits, all of which are incorporated herein.

                                   AGREEMENT:

     The parties agree as follows:

1.   DEFINITIONS (capitalized terms used within a definition are defined in this
     Section in alphabetical order). Defined terms will be capitalized
     throughout this Services Agreement and will be read in the singular, plural
     or the tense as the context requires. Definitions are contained in Exhibit
     "D".

2.   SCOPE OF AGREEMENT

     2.1  Motorola will furnish to Clearwire (or Clearwire Affiliates, as
          applicable), and Clearwire may purchase from Motorola the Services as
          defined herein and listed within Exhibit "A".

     2.2  This Services Agreement may be canceled only upon the terms and
          conditions contained herein.

     2.3  Affiliates of Clearwire may also purchase Services from Motorola under
          this Services Agreement and Clearwire will guarantee payment for any
          Services Motorola provides.

     2.4  Examples of potential Services are contained in Exhibit "B",
          Deployment Program examples, and the following listing of Services:

               -    Planning and Design of Network, including capacity and
                    coverage considerations

               -    Site selection

               -    Installation and commissioning of network elements

               -    Integration of Network Elements into network

               -    Acceptance testing of network

               -    Program management and project administration

               -    Design, provision and integration of Network Management
                    System to manage network from a single NOC

               -    Custom OSS Integration to interface to existing (or supply
                    new) CRM, Order Manager, Subscriber provisioning and
                    Activation, Network Inventory, Performance and SLA
                    Monitoring, Service Assurance solutions


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               -    Billing integration

               -    Over-the-air Provisioning of hand sets and CPE

               -    Network Performance and Optimization including SLA and QoS
                    management

               -    Network Security design, including provision of appropriate
                    firewalls and intrusion detection and prevention devices

               -    Security vulnerability assessment and remediation services

               -    Security monitoring and management

               -    Network operations and maintenance

               -    Spares management

     2.5  [***]

3.   OBLIGATIONS OF CLEARWIRE

     Clearwire will:

     3.1  Make the payments according to the schedule set forth in Section 5 of
          this Services Agreement.

     3.2  Perform all of its other obligations set out in this Services
          Agreement and the Exhibits attached hereto.

4.   OBLIGATIONS AND REPRESENTATIONS OF MOTOROLA

     With regard to providing Services, Motorola will:

     4.1  Comply with the SOW for the specific project agreed between the
          parties.

     4.2  Otherwise perform all of its obligations under this Agreement and
          Exhibits for the particular Service to be provided.

5.   PAYMENT AND PRICING

     Clearwire will pay to Motorola the price for the particular Services, as
     set forth in Exhibit "A", in U.S. dollars (except as may be specifically
     set forth below) and according to the following terms and payment
     schedules:

     5.1  General Payment Terms

          5.1.1 Clearwire will be invoiced [***] for installation or training
               Services rendered upon their completion. Payment for other
               Services are as mutually agreed in writing or as listed in
               Exhibit "A".

          5.1.2 Payment for all service and related materials will be net [***]
               from invoice date.

          5.1.3 Clearwire will be responsible for the payment of all applicable
               sales, use, retailers occupation, excise, property and other
               assessments in the nature of taxes however designated, on the
               Products and Services provided to Clearwire pursuant to this
               Agreement, exclusive however, of any taxes measured by

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               Motorola's net income or based on Motorola's franchise. Personal
               property taxes assessable on the Products will be the
               responsibility of Clearwire. To the extent Motorola is required
               by law to collect such taxes (state or local), one hundred
               percent (100%) thereof will be added to invoices as separately
               stated charges and paid in full by Clearwire, unless the
               Clearwire is exempt from such taxes and furnishes Motorola with a
               certificate of exemption in a form reasonably acceptable to
               Motorola. In the event Clearwire claims exemption from sales, use
               or other such taxes under this Agreement, Clearwire will hold
               Motorola harmless from any and all subsequent assessments levied
               by a proper taxing authority for such taxes, including interest,
               penalties and late charges.

          5.1.4 Clearwire will use commercially reasonable efforts to notify
               Motorola of any disputed amounts under any invoice in writing
               prior to the invoice due date; provided that Clearwire shall pay
               to Motorola the undisputed portion of any invoice within the time
               frame set forth in Section 5.1.1. Clearwire's failure to notify
               Motorola of any disputed amount prior to the invoice due date
               will not constitute a waiver by Clearwire of any dispute
               regarding any previously paid invoice; provided that, in no event
               shall Clearwire dispute any invoice submitted by Motorola
               hereunder more than [***] after the date of such invoice. For any
               undisputed amount due hereunder which remains unpaid, Clearwire
               will pay Motorola a service fee at the rate of [***] of the
               amount due for each month or portion thereof that the amount
               remains unpaid.

6.   WARRANTIES

     6.1  SERVICES WARRANTY

          Motorola represents and warrants that all Services provided hereunder
          will be performed in a good and workmanlike manner and in accordance
          with Motorola's specifications. In the event that Clearwire reasonably
          determines that any work has not been performed in a good and
          workmanlike manner or in accordance with the specifications, Clearwire
          will promptly notify Motorola. If Motorola determines that the
          Services were defective, then Motorola will take prompt remedial
          action to repair or replace the defective Services at Motorola's cost
          and expense.

     6.2  THE WARRANTIES IN THIS AGREEMENT ARE GIVEN IN LIEU OF ALL OTHER
          WARRANTIES, EXPRESS OR IMPLIED, WHICH ARE SPECIFICALLY EXCLUDED,
          INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND
          FITNESS FOR A PARTICULAR PURPOSE. FURTHERMORE, BECAUSE EACH WIRELESS
          RADIOTELEPHONE SYSTEM IS UNIQUE, MOTOROLA DISCLAIMS LIABILITY FOR
          RANGE, COVERAGE, SUBSCRIBER CAPACITY, SERVICE LEVEL OR OPERATION OF
          THE SYSTEM, AS A WHOLE, EXCEPT AS SPECIFICALLY SET FORTH IN THE
          WARRANTIES CONTAINED IN THIS AGREEMENT.

7.   CONFIDENTIALITY

During the entire term of this Agreement, Section 1 of the Side Agreement
between Clearwire and Motorola, dated June 28, 2006, applies to define
Confidential Information, each party's use of the other's Confidential
Information, and dissemination of information about this Agreement to third
parties in any form.

8.   TRADEMARK AND PUBLICITY

     Nothing contained in this Services Agreement will be construed as
     conferring any right to use any name, trademark or other designation of
     either party hereto, including any contraction, abbreviation or simulation
     of any of the foregoing, in advertising, publicity or marketing activities.

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     Any publicity, advertising, etc. with regard to this Services Agreement or
     the System which mentions the other party will be mutually agreed upon
     prior to use.

9.   FORCE MAJEURE

     Except for payment due, neither party will be liable for any delay or
     failure to perform due to any cause beyond its reasonable control. Causes
     include strikes, acts of God, interruptions of transportation. The delivery
     schedule will be considered extended by a period of time equal to the time
     lost because of any excusable delay.

10.  TERMINATION

     10.1 Either party may terminate this Services Agreement without liability
          by notice pursuant to Section 18 if the other makes a general
          assignment for the benefit of creditors, or if a petition in
          bankruptcy or under any insolvency law is filed by or against the
          other and such petition is not dismissed within [***] after it has
          been filed or the other commits a material breach of its obligations
          hereunder. However, in the case of any such breach which is capable of
          being cured, neither party will terminate this Services Agreement
          unless and until the other will have failed to make good such default
          within [***] after it will have been served with a notice requiring
          that such default be made good and stating its intention to terminate
          the Services Agreement if compliance with the notice is not met.

     10.2 The termination of this Services Agreement will not affect or
          prejudice any provisions of this Services Agreement, which are
          expressly or by implication provided to continue in effect after such
          termination.

11.  INDEMNIFICATION; LIMITATION OF LIABILITY

     During the term of this Services Agreement, the parties will indemnify and
     hold harmless each other together with their officers, agents and employees
     from any and all loss, damage, expense, judgment, lien, suit, cause of
     action, demand or liability for personal injury, including death and
     tangible property damage, which may be imposed on or incurred by one party
     arising directly out of the negligent acts or omissions of the other, its
     agents, subcontractors, or employees during the performance of any work
     hereunder. The offending party will, at its sole expense, defend any suit
     based upon a claim or cause of action and satisfy any judgment that may be
     rendered against the other resulting therefrom, provided that the offending
     party will be given (i) prompt notice of any such claim or suit; and (ii)
     full opportunity to defend such suit The offended party may, at its
     election, participate in the defense and will cooperate fully in defending
     any claim or suits. The offending party will pay all costs, expenses, and
     reasonable attorney's fees incurred by the offended party in connection
     with any such claim or suit or in enforcing this indemnity provision,
     provided a valid claim is presented.

     EXCEPT AS PROVIDED IN THIS SECTION 11 AND BREACHES OF CONFIDENTIALITY,
     NEITHER PARTY, WHETHER AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT
     (INCLUDING NEGLIGENCE), PATENT INFRINGEMENT, COPYRIGHT INFRINGEMENT OR
     OTHERWISE, WILL HAVE ANY LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES,
     INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFIT OR REVENUES, LOSS OF USE OF
     THE PRODUCTS OR ANY ASSOCIATED EQUIPMENT, COST OF CAPITAL, COST OF
     SUBSTITUTE PRODUCTS, FACILITIES OR SERVICE, OR DOWNTIME COSTS. EXCEPT FOR
     THE INDEMNITY OBLIGATION IN THIS SECTION 11, BREACHES OF CONFIDENTIALITY
     AND FOR PAYMENTS DUE, A PARTY'S TOTAL LIABILITY TO THE OTHER FOR ANY BREACH
     OF THIS SERVICES AGREEMENT WILL IN NO EVENT EXCEED THE GREATER OF [***] OR
     THE TOTAL VALUE OF. SERVICES INVOICED BY MOTOROLA TO CLEAR WIRE IN THE
     PRIOR [***]

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12.  CHANGES

     Certain changes may be made within the scope of this Services Agreement
     without formal amendment thereto by written "Change Orders" signed by
     duly-authorized representatives of both parties.

     Within ten (10) days of the signing of this Services Agreement, the parties
     will agree, in writing, on the authority of their respective duly
     authorized representatives, to sign such Change Orders on their behalf.

13.  ASSIGNMENT

     The Services Agreement will accrue to the benefit of and be binding upon
     the parties hereto and any successor entity into which either party will
     have been merged or consolidated or to which either party will have sold or
     transferred all or substantially all its assets, but it will not be
     otherwise assigned by either party (other than an assignment by operation
     of law), without the prior written consent of the other party. It is the
     intention of the parties that the exclusive and preferred supplier
     commitments survive any change of control of Clearwire. The parties agree
     that any consent to a requested assignment will not be unreasonably
     withheld or delayed.

14.  GOVERNING LAW

     The laws of the State of New York, USA, will govern the validity,
     performance and all matters relating to the effect of this Services
     Agreement and any amendment hereto.

15.  EXPORT CONTROLS

     15.1 If, at the time or times of Motorola's performance hereunder, a
          validated export license is required for Motorola, or its
          subcontractor, to lawfully export the goods or technical data from the
          United States of America or the such other country of origin, then the
          issuance of such license to Motorola, or its subcontractor in
          accordance with the rules and regulations of the applicable
          country(ies), will constitute a condition precedent to Motorola's
          performance of its obligations hereunder. Motorola will apply for the
          export license for the products supplied hereunder based upon
          information timely supplied by the Clearwire. Clearwire is responsible
          for any applicable import license requirements. Clearwire and Motorola
          acknowledge and agree that any delay in the grant of such licenses
          and/or approvals may impact the schedule of performance.

     15.2 If, at the time or times of Motorola's performance hereunder,
          regulatory approval is required for the provision of Services or any
          part thereof, then such approval will constitute a condition precedent
          to Motorola's performance of its obligations hereunder.

     15.3 Clearwire and Motorola agree to comply with all applicable export laws
          and regulations of the United States of America or such other country
          of origin.

16.  ORDER OF PRECEDENCE

     IN the event of an inconsistency in this Services Agreement, the
     inconsistency will be resolved by giving precedence in the following order:

     16.1 Exhibit "A" and all duly executed amendments to Exhibit "A";

     16.2 All other Exhibits and all duly executed amendments to said Exhibits
          (provided, however, that Exhibit "B" is a list of examples of possible
          areas of Service); and

     16.3 This Services Agreement and duly executed amendments to this Services
          Agreement, with the latest amendment taking precedence over earlier
          amendments.


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17.  LANGUAGE OF AGREEMENT

     In the event that this Services Agreement is translated into any other
     language, the English language version hereof will take precedence and
     govern.

18.  NOTICE

     18.1 Notices required to be given by one party to another will be in the
          English language unless expressly agreed otherwise. Said notices will
          be deemed properly given if reduced to writing and personally
          delivered or transmitted by registered or certified post to the
          address below, postage prepaid, and will be effective upon receipt.

          18.1.1 Motorola will send notices as follows:

               Clearwire US LLC
               5808 Lake Washington Blvd. NE, Suite 300
               Kirkland, WA 98033
               Attention: Chief Executive Officer

               With a copy to:
               Clearwire US LLC
               5808 Lake Washington Blvd. NE, Suite 300
               Kirkland, WA 98033
               Attention: Legal Department

               And with a copy to:
               Davis Wright Tremaine LLP
               2600 Century Square
               1501 Fourth Avenue
               Seattle, WA 98101
               Attention: Julie Weston

          18.1.2 Clearwire will send notices as follows:

               Motorola, Inc.
               1501 W. Shure Drive
               Arlington Heights, II. 60004
               Fax 847-632-2683

          Attention: Clearwire Program Management

          CC: Senior Commercial Attorney, Law Department

     18.2 Either party may change the addresses for giving notice from time to
          time by written instructions to the other of such change of address.

19.  SURVIVAL OF PROVISIONS

     The parties agree that where the context of any provision indicates an
     intent that it will survive the term of this Services Agreement then it
     will survive.

20.  WAIVER

     Failure or delay on the part of Motorola or Clearwire to exercise any
     right, power or privilege hereunder will not operate as a waiver thereof.


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21.  SEVERABIL1TY

     In the event any one or more of the provisions of this Services Agreement
     is held to be unenforceable under applicable law, (a) such unenforceability
     will not affect any other provision of this Services Agreement; (b) this
     Services Agreement will be construed as if said unenforceable provision had
     not been contained therein; and (c) the parties will negotiate in good
     faith to replace the unenforceable provision by such as has the effect
     nearest to that of the provision being replaced.

22.  AUTHORITY

     Each party hereto represents and warrants that (i) it has obtained all
     necessary approvals, consents and authorizations of third parties and
     governmental authorities to enter into this Services Agreement and to
     perform and carry out its obligations hereunder; (ii) the persons executing
     this Agreement on its behalf have express authority to do so, and, in so
     doing, to bind the party thereto; (iii) the execution, delivery and
     performance of this Services Agreement does not violate any provision of
     any bylaw, charter, regulation or any other governing authority of the
     party; and (iv) the execution, delivery and performance of this Services
     Agreement has been duly authorized by all necessary partnership or
     corporate action and this Services Agreement is a valid and binding
     obligation of such party, enforceable in accordance with its terms.

23.  TERM

     The initial term of this Agreement will be for eight (8) years from the
     Effective Date. This Agreement will be automatically renewed for
     consecutive one (1) year terms unless either party notifies the other party
     in writing of its intent to terminate the Agreement at least 120 days prior
     to the expiration of the initial term or any renewal thereof.

24.  COVENANT NOT TO EMPLOY

     During the period of time beginning with the execution of this Agreement
     and ending at the conclusion of the initial term, Clearwire will not employ
     or offer employment to any employee formerly employed by NextNet Wireless,
     Inc. and who became an employee of Motorola on the Effective Date who is
     involved in the performance of Services to Clearwire. If at any time this
     provision is found to be overly broad under the laws of an applicable
     jurisdiction, then this provision will be modified as necessary to conform
     to such laws rather than be stricken.

25.  UNITED STATES OF AMERICA ("U.S.") - GOVERNMENT COMPLIANCE

     This Agreement is a commercial contract and is governed by the terms and
     conditions negotiated by the parties. Clearwire represents and warrants
     that: (i) it is not a governmental entity; (ii) it is not owned in whole or
     in part, directly or indirectly, by any governmental entity; (iii) the
     purchases contemplated under this Agreement will not be financed using any
     funds obtained from any government entity (including, without limitation,
     OPIC, Eximbank or other similar agencies); and (iv) there is no other basis
     on which any regulations, decrees or laws applicable to sales to a
     governmental entity could be deemed applicable to this Agreement. The term
     "governmental entity," as used herein, will include agencies and
     instrumentalities of U.S. federal, state and local governments as well as
     of governments outside of the U.S.

     In the event that Clearwire elects to sell the products to a governmental
     entity, Motorola makes no representations with respect to the ability of
     its goods, services, or prices to satisfy any statutes, regulations or
     provisions relating to such governmental sales.

26.  ENTIRE AGREEMENT

     This Services Agreement and the Exhibits hereto, together with Section 1 of
     the Side Agreement referred to in Section 7, constitute the entire
     understanding between the parties concerning the provision of Services to
     Clearwire and supersede all prior discussions, agreements and


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     representations, whether oral or written and whether or not executed by
     Motorola and Clearwire. No modification, amendment or other change may be
     made to this Services Agreement or any part thereof unless reduced to
     writing and executed by authorized representatives of both parties.

     The terms and conditions of this Services Agreement will prevail
     notwithstanding any variance with the terms and conditions of any order
     submitted by Clearwire following execution of this Services Agreement. In
     no event will the preprinted terms and conditions found on any Clearwire
     purchase order, acknowledgment or other form be considered an amendment or
     modification of this Services Agreement, even if such documents are signed
     by representatives of both parties; such preprinted terms and conditions
     will be null and void and of no force and effect

27.  COUNTERPARTS

     This Services Agreement may be executed in multiple counterparts, each of
     which will be deemed an original and all of which taken together will
     constitute one and the same instrument. Facsimile or digital signatures
     will be treated as originals.

                            [Signature page follows]


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     Executed as of this 29th day of August, 2006 ("Effective Date").

MOTOROLA, INC.                          CLEARWIRE US LLC


By: /s/ C. F. WRIGHT                    By:
    ---------------------------------       ------------------------------------
    (Signature)                             (Signature)
Name: C. F. WRIGHT                      Name:
      (Print - Block Letters)                 ----------------------------------
                                              (Print - Block Letters)
Title: SENIOR VICE-PRESIDENT            Title:
       (Print - Block Letters)                 ---------------------------------
                                               (Print - Block Letters)
Date: 8/29/06                           Date:
                                              ----------------------------------

Clearwire Corporation hereby guarantees payment of the purchase price for any
Services purchased by Clearwire or any Clearwire Affiliate under this Agreement,
subject to the exercise of any rights of Clearwire or such Clearwire Affiliate
with respect to such payment. Motorola need not exhaust remedies against
Clearwire and Clearwire Affiliates (other than to demand payment and to allow
for the passage of the applicable cure period) prior to pursuing this guarantee
of Clearwire Corporation.

CLEARWIRE CORPORATION


By:
    ---------------------------------
    (Signature)
Name:
      -------------------------------
      (Print - Block Letters)
Title:
       ------------------------------
       (Print - Block Letters)
Date:
      -------------------------------

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     Executed as of this 29th day of August, 2006 ("Effective Date").

MOTOROLA, INC.                          CLEARWIRE US LLC


By:                                     By: /s/ Benjamin G. Wolff
    ---------------------------------       ------------------------------------
    (Signature)                             (Signature)
Name:                                   Name: Benjamin G. Wolff
      -------------------------------         (Print - Block Letters)
      (Print - Block Letters)           Title: Co-President & Co-CEO
Title:                                         (Print - Block Letters)
       ------------------------------   Date: 8/29/06
       (Print - Block Letters)
Date:
      -------------------------------

Clearwire Corporation hereby guarantees payment of the purchase price for any
Services purchased by Clearwire or any Clearwire Affiliate under this Agreement,
subject to the exercise of any rights of Clearwire or such Clearwire Affiliate
with respect to such payment. Motorola need not exhaust remedies against
Clearwire and Clearwire Affiliates (other than to demand payment and to allow
for the passage of the applicable cure period) prior to pursuing this guarantee
of Clearwire Corporation.

CLEARWIRE CORPORATION


By: /s/ Benjamin G. Wolff
    ---------------------------------
    (Signature)
Name: Benjamin G. Wolff
      (Print - Block Letters)
Title: Co-President & Co-CEO
       (Print-Block Letters)
Date: 8/29/06

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                                   EXHIBIT "A"
                                     TO THE
                            WIRELESS BROADBAND SYSTEM
                               SERVICES AGREEMENT

                             SERVICES AND PRICE LIST

1. TBD based on quotes for specific Services.

2. Other Services or Training may be added by mutual agreement of the parties
and Motorola may provide quotes for specific Services for Clearwire's
consideration.


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                                   EXHIBIT "B"
                                     TO THE
                            WIRELESS BROADBAND SYSTEM
                               SERVICES AGREEMENT

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                                   EXHIBIT "C"

                                      TO THE
                            WIRELESS BROADBAND SYSTEM
                                SERVICES AGREEMENT

                                     RESERVED


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                                   EXHIBIT "D"

                                      TO THE
                            WIRELESS BROADBAND SYSTEM
                                SERVICES AGREEMENT

                                   DEFINITIONS

ACCEPTANCE TEST PLAN

The agreed-upon testing described and administered after installation services.

CLEARWIRE AFFILIATES

Entities which are controlled with greater than 50% ownership by Clearwire.

EQUIPMENT

The Motorola-supplied hardware for the System, but excluding Subscriber
Equipment.

PRODUCT

All Equipment and Software purchased for use in Clearwire's wireless broadband
network.

SERVICES

Those Motorola functions included in this Services Agreement including, but not
limited to, the listing of functions in Section 2.4, and such other functions as
may be more fully set forth in Exhibit "A" or an individual SOW.

SOFTWARE

The object-code computer programs, including Firmware object code, licensed by
Motorola for use solely in conjunction with the Equipment, which enables the
Equipment to perform their functions and procedures. Any reference to Software
being "sold" or "purchased" is understood in fact to be a reference in fact to
the Software being licensed.

SUBSCRIBER EQUIPMENT

Any device or portable radiotelephone equipment intended for System use, whether
or not in actual use.


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