U S Mobile Serivices Inc /Fl Sample Contracts

U S Mobile Serivices Inc /Fl – FORM OF LOCK-UP AGREEMENT (May 12th, 2000)

EXHIBIT 10.6 FORM OF LOCK-UP AGREEMENT ____________ __, 2000 U.S. Mobile Services, Inc. 725 Primera Blvd., Suite 200 Lake Mary, Florida 32746 Ladies and Gentlemen: In order to induce certain investors to participate in a proposed private placement (the "Offering") of shares of common stock, $0.001 par value per share (the "Common Stock") of U.S. Mobile Services, Inc, a Delaware corporation (the "Company"), the undersigned hereby agrees that, subject to the exception set forth below, for a period of six (6) months from the closing of the Offering, the undersigned will not directly or indirectly, issue, offer to sell, sell, grant an option for the sale of, assign, transfer, pledge, hypothecate, distribute or otherwise encumber or dispose of any shares of Common Stock or securities convertible into, exercisable or exchangeable

U S Mobile Serivices Inc /Fl – 2000 STOCK OPTION PLAN (May 12th, 2000)

EXHIBIT 10.3 U.S. MOBILE SERVICES, INC. FORM OF 2000 STOCK OPTION PLAN SECTION 1. PURPOSE The purpose of the U.S. Mobile Services, Inc. Stock Option Plan (the "Plan") is to provide an additional incentive to Eligible Persons and Employees (as defined in Section 2) of U.S. Mobile Services, Inc. (the "Company") and its subsidiaries, to aid in attracting and retaining Eligible Persons and Employees of outstanding ability, and to align their interests with those of shareholders. SECTION 2. DEFINITIONS Unless the context clearly indicates otherwise, the following terms, when used in this Plan, shall have the meanings set forth in this Section 2. "Board" shall mean the Board of Directors of the Company. "Code" shall mean the Internal Revenue Code of 1986 and the

U S Mobile Serivices Inc /Fl – EMPLOYMENT AGREEMENT (May 12th, 2000)

EXHIBIT 10.1 EMPLOYMENT AGREEMENT WITH DAVID S. GERGACZ This Agreement, effective as of April 17, 2000, by and between U.S. Mobile Services, Inc., a Delaware Corporation having a place of business at 725 Primera Blvd., Suite 200, Lake Mary, Florida (the "Corporation"), and David Gergacz, an individual residing at 264 Snowfields Run, Heathrow, Florida (the "Employee"). WITNESSETH: WHEREAS, the Corporation desires to employ the Employee as Chairman of its Board of Directors and Chief Executive Officer to perform work for the Corporation. The Employee desires to be employed by the Corporation pursuant to the terms and conditions hereinafter set forth; NOW, THEREFORE, in consideration of the foregoing as well as the mutual promises and covenants herein contained, it

U S Mobile Serivices Inc /Fl – STOCK OPTION AGREEMENT (May 12th, 2000)

EXHIBIT 10.4 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this "Agreement") is effective as of the 1st day of May, 1999, by and between David Gergacz, an individual residing at 221 New Gate Loop, Heathrow, FL 32746 ("Gergacz"), and U.S. Mobile Services, Inc., a Delaware corporation with its principal place of business at 7455-T New Ridge Road, Hanover, MD 21076 ("USM"). W I T N E S S E T H: WHEREAS, Gergacz entered into an Employment Agreement dated May 1, 1999 with USM pursuant to which Gergacz is to be employed by USM as its Chairman and Chief Executive Officer and which, among other provisions, specified the issuance of this nonqualified stock option agreement, NOW, THEREFORE, and in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are