Letter Agreement



 Exhibit 10.2 
 CLEARWIRE CORPORATION 
 1475 120th Avenue Northeast 

Bellevue, Washington 98005 
 November 30, 2011 
 Sprint Nextel Corporation 

Sprint Holdco, LLC 
 Sprint Spectrum L.P.

 6200 Sprint Parkway 
 Overland Park,
Kansas 66251 
 Re: Commitment Agreement and Related Documents 
 Ladies and Gentlemen: 
 Reference is made to that certain Commitment Agreement, to
be entered into on the date hereof, by and among Sprint Nextel Corporation (“Sprint Nextel”), Sprint HoldCo, LLC (“Sprint HoldCo” and, together with Sprint Nextel, the “Sprint Parties”), Clearwire
Corporation (“Clearwire”) and Clearwire Communications LLC (“Clearwire LLC” and, together with Clearwire, the “Clearwire Parties” and, together with the Sprint Parties and Sprint Spectrum L.P., the
“Parties”), including the exhibits thereto (the “Commitment Agreement”), the Sprint/Clearwire Release, the MVNO Agreement and the MVNO Agreement Amendment. Capitalized terms used herein without definition shall have
the meaning set forth in the Commitment Agreement. 
 By signing below you agree that upon the exercise of your preemptive
rights pursuant to Section 3.5 of the Equityholders’ Agreement, as contemplated by Section 2 of the Commitment Agreement, you will purchase only shares of Class B Common Stock and a corresponding number of Class B Units in Clearwire
Communications LLC and will not take any action, or exercise any right, to cause such shares to be converted into shares of Class A Common Stock, unless and until the Charter Amendment becomes effective. We agree that we will use commercially
reasonable best efforts to cause the Charter Amendment to become effective as soon as reasonably practicable. 
 Except as
expressly supplemented, superseded or modified hereby, the terms of the Commitment Documents shall remain unchanged. 
 This
Letter: (i) may be changed only in writing signed by each of the parties hereto, and (ii) shall be governed by, and construed in accordance with, the laws of the State of New York without regard to the choice of law provisions thereof. This Letter
may be executed in counterparts and by different parties on separate counterpart signature pages, each of which 







 Sprint Nextel Corporation 
 Sprint Holdco, LLC 
 Sprint Spectrum L.P. 
 November 30, 2011 
 Page 2 
 constitutes an original and all of which taken together constitute one and the same agreement. Delivery of a counterpart hereof by facsimile transmission or by e-mail transmission of an Adobe portable
document format file (also known as a “PDF” file) shall be effective as delivery of a manually executed counterpart hereof. 
 If you are in agreement with the terms of this Letter, please indicate your acceptance by signing below. 

 

			
	Very truly yours,
	
	CLEARWIRE CORPORATION
		
	By:	 	/s/ Erik Prusch
	Name:	 	Erik Prusch
	Title:	 	 President &
 Chief
Executive Officer



  

			
	CLEARWIRE COMMUNICATIONS LLC
		
	By:	 	/s/ Erik Prusch
	Name:	 	Erik Prusch
	Title:	 	 President &
 Chief
Executive Officer










 Sprint Nextel Corporation 
 Sprint Holdco, LLC 
 Sprint Spectrum L.P. 
 November 30, 2011 
 Page 3 
 Accepted and agreed to this 30th day of November, 2011 
  

			
	SPRINT NEXTEL CORPORATION
		
	By:	 	/s/ Charles Wunsch
	Name:	 	Charles Wunsch
	Title:	 	 Senior Vice President


  

			
	SPRINT HOLDCO LLC
		
	By:	 	/s/ Charles Wunsch
	Name:	 	Charles Wunsch
	Title:	 	 President


  

			
	SPRINT SPECTRUM L.P.
		
	By:	 	/s/ Charles Wunsch
	Name:	 	Charles Wunsch
	Title:	 	 Vice President