INDENTUREIndenture • February 26th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
PLEDGE AGREEMENT AIRGATE SERVICE COMPANY, INC. This PLEDGE AGREEMENT, dated as of October 25, 2004 (this "Agreement"), is made by AIRGATE PCS, INC., a Delaware corporation (the "Pledgor"), in favor of THE BANK OF NEW YORK TRUST COMPANY, N.A., a...Pledge Agreement • October 29th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone)
Exhibit 99.1 TRUST AGREEMENT This Trust Agreement ("Agreement") is made and entered into as of October 17, 2003, by and between AirGate PCS, Inc., a Delaware corporation (the "Company"), and Wilmington Trust Company, a Delaware banking corporation...Trust Agreement • November 3rd, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Delaware
EXECUTION COPY THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") dated as of the 19th day of December, 2001 (the "Agreement"), by and among iPCS WIRELESS, INC....Credit Agreement • January 17th, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 9th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Delaware
Exhibit 10.1 FIRST AMENDMENT TO SERVICES AGREEMENT THIS FIRST AMENDMENT TO SERVICES AGREEMENT (this "Amendment") is made and entered into as of this 21st day of February, 2003 by and among AIRGATE SERVICE COMPANY, INC., a Delaware corporation...Services Agreement • May 15th, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Delaware
AirGate PCS, Inc. Warrants to Purchase 644,400 Shares of Common Stock WARRANT AGREEMENT Dated as of September 30, 1999 Bankers Trust Company Warrant Agent WARRANT AGREEMENT, dated as of September 30, 1999, by and among AirGate PCS, Inc., a Delaware...Warrant Agreement • November 29th, 1999 • Airgate Wireless Inc • Telephone communications (no radiotelephone) • New York
RECITALSEmployment Agreement • November 30th, 2001 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Georgia
NONQUALIFIED STOCK OPTION AGREEMENT under the AIRGATE PCS, INC. 1999 Stock Option PlanNonqualified Stock Option Agreement • November 30th, 2001 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone)
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 20th, 2001 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
AIRGATE PCS, INC. AGW LEASING COMPANY, INC. AIRGATE NETWORK SERVICES, LLC AIRGATE SERVICE COMPANY, INC. $175,000,000 AGGREGATE PRINCIPAL AMOUNT FIRST PRIORITY SENIOR SECURED FLOATING RATE NOTES DUE 2011Intercreditor Agreement • October 29th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
Exhibit 4.2 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF...Airgate Wireless Inc • July 12th, 1999 • Delaware
LEASELease • January 17th, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Michigan
RECITALSSupport Agreement • August 31st, 2001 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Delaware
SharesUnderwriting Agreement • July 12th, 1999 • Airgate Wireless Inc • New York
AIRGATE PCS, INC. OPTION AGREEMENT THIS OPTION AGREEMENT is entered into by and between AIRGATE PCS, INC. (the "Company") and _____ (the "Optionee") in accordance with the terms and conditions of the 1999 Stock Option Plan adopted by the Company (the...Option Agreement • August 14th, 2000 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone)
ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01. Definitions............................................................. 1 Section 1.02. Other Definitions....................................................... 6 Section 1.03....Airgate PCS Inc /De/ • November 13th, 2001 • Telephone communications (no radiotelephone) • New York
AmongRegistration Rights Agreement • October 29th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
SECURITY AGREEMENT AIRGATE PCS, INC. This Security Agreement (this "Agreement") dated October 25, 2004 is by AIRGATE PCS, INC., a Delaware corporation ("Company") in favor of THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, as...Security Agreement • October 29th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone)
SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this "Agreement") is entered into as of September 10, 2004, by and among Sprint Spectrum L.P., a Delaware limited partnership, SprintCom, Inc., a Kansas corporation,...Settlement Agreement and Mutual Release • September 14th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Kansas
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of ___________, 200__ (this "Agreement"), is by and among the following: (i) AirGate PCS, Inc., a Delaware corporation ("Public"); (ii) Blackstone/iPCS L.L.C., a...Registration Rights Agreement • August 31st, 2001 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Delaware
RECITALSThird Supplemental Indenture • February 26th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release ("Agreement") is entered into by and between AirGate PCS, Inc. ("Company") and William H. Seippel ("Executive"). WHEREAS, Executive was employed by Company as Vice...Separation Agreement and General Release • May 17th, 2004 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Georgia
Exhibit 10.26 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release ("Agreement") dated as of December 13, 2002, is between AIRGATE PCS, INC., a Delaware corporation (which, with its affiliates, is herein called "the Company"), and...Separation Agreement and Release • January 15th, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Georgia
RECITALSSales Agency Agreement • January 15th, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Kansas
EXHIBIT 10.9 AIRGATE WIRELESS, INC. EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is entered into on April 9, 1999 by and between AirGate Wireless, Inc., a Delaware corporation (the "Company"), and Thomas M. Dougherty ("Executive"...Employment Agreement • June 15th, 1999 • Airgate Wireless Inc • Telephone communications (no radiotelephone) • Georgia
EXECUTION VERSION FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER THIS FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER (this "Amendment") is entered into as of November 1, 2002, by and among iPCS WIRELESS, INC.,...Credit Agreement and Waiver • January 15th, 2003 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • New York
as ISSUERAirgate PCS Inc /De/ • November 30th, 2001 • Telephone communications (no radiotelephone) • New York
STATE OF SOUTH CAROLINA ) ) LEASE COUNTY OF RICHLAND )Agreement • July 12th, 1999 • Airgate Wireless Inc
WHEREAS, BellSouth and User will enter into a Site Agreement in form and substance substantially similar to Schedule "I" attached hereto and by reference ------------ made a part hereof (individually, a "Site Agreement"; collectively, "Site...Master Site Agreement • June 15th, 1999 • Airgate Wireless Inc • Telephone communications (no radiotelephone)
EXHIBIT 10.1 SPRINT PCS MANAGEMENT AGREEMENTSprint PCS Management Agreement • June 15th, 1999 • Airgate Wireless Inc • Telephone communications (no radiotelephone)
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT --------------------------------------- This First Amendment to Employment Agreement is entered into on December 20, 1999 by and between AirGate PCS, Inc., a Delaware corporation (the "Company") and Thomas M....Employment Agreement • May 15th, 2000 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone)
RECITALS:Sprint Trademark and Service Mark License Agreement • June 15th, 1999 • Airgate Wireless Inc • Telephone communications (no radiotelephone) • Missouri
BETWEENSprint PCS Services Agreement • June 15th, 1999 • Airgate Wireless Inc • Telephone communications (no radiotelephone)
EXHIBIT 10.5.3 MASTER ANTENNA SITE LEASE NO. J50Master Antenna • December 18th, 2000 • Airgate PCS Inc /De/ • Telephone communications (no radiotelephone) • Florida
