EXHIBIT 2.1 ----------- ASSET PURCHASE AGREEMENT (Optional Service Area) This Asset Purchase Agreement (the "Agreement") is made and entered into as of January 10, 2001, by SPRINT SPECTRUM L.P. and its subsidiaries SPRINT SPECTRUM EQUIPMENT COMPANY,...Asset Purchase Agreement • March 15th, 2001 • Ipcs Inc • Radiotelephone communications
SprintLicense Agreement • April 25th, 2000 • Ipcs Inc • Radiotelephone communications • Missouri
LEASE -----Lease • April 25th, 2000 • Ipcs Inc • Radiotelephone communications
as defined below) and the trustee under the Indenture, as trustee (the "Trustee"). The Initial Notes and the Exchange Notes (as defined below) issuable ------- in exchange therefor are collectively referred to herein as the "Notes." The ----- Notes...Ipcs Inc • October 11th, 2000 • Radiotelephone communications
THIS CONTRIBUTION AGREEMENT, dated as of July 12, 2000, by and among iPCS, Inc. (the "Company"), Geneseo Communications, Inc. ("Geneseo"), Cambridge ------- ------- Telcom, Inc. ("Cambridge"), Cass Communications Management, Inc. ("Cass"), ---------...Contribution Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • Illinois
WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF iPCS, INC. (A Delaware Corporation)Ipcs Inc • October 11th, 2000 • Radiotelephone communications • Illinois
Option No.: ___ IPCS, INC. 2004 LONG-TERM INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT THIS AGREEMENT, entered into as of the Grant Date (as defined in paragraph 1), by and between the Participant and iPCS, Inc. (the "Company"); WITNESSETH THAT:...Incentive Stock Option Agreement • August 5th, 2004 • Ipcs Inc • Radiotelephone communications • Delaware
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement, dated as of July 20, 2004 (this "AGREEMENT"), by and among the following: (i) iPCS, Inc., a Delaware corporation (the "COMPANY"); (ii) AIG Annuity Insurance Company; AIG Life...Registration Rights Agreement • August 5th, 2004 • Ipcs Inc • Radiotelephone communications • Delaware
andCredit Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • New York
INDENTUREIpcs Inc • October 11th, 2000 • Radiotelephone communications • New York
ADDENDUM IX TO SPRINT PCS MANAGEMENT AGREEMENTManagement Agreement • August 5th, 2004 • Ipcs Inc • Radiotelephone communications
This Addendum IX (this "ADDENDUM") contains amendments to the Sprint PCS Management Agreement, the Sprint PCS Services Agreement, the Sprint Trademark and Service Mark License Agreement and the Sprint Spectrum Trademark and Service Mark License Agreement, each of which was entered into on January 22, 1999 by Sprint Spectrum L.P., SprintCom, Inc., WirelessCo, L.P., Sprint Communications Company L.P. and Illinois PCS, L.L.C. After entering into these agreements, Illinois PCS, L.L.C. was merged into iPCS Wireless, Inc. on July 12, 2000. The Management Agreement, Services Agreement and Trademark License Agreements were amended by: (1) Addendum I dated as of January 22, 1999, (2) Addendum II dated as of August 3, 1999, (3) Amended and Restated Addendum III dated as of March 8, 2000, (4) Addendum IV dated as of July 12, 2000, (5) Addendum V dated as of December 15, 2000, (6) Addendum VI dated as of February 28, 2001, (7) Addendum VII dated as of August 26, 2002, and (8) Addendum VIII dated a
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made, entered into and is effective as of August 24, 2004 (the "Effective Date") by and between iPCS Wireless, Inc., a Delaware corporation (the "Company"), John J....Employment Agreement • September 14th, 2004 • Ipcs Inc • Radiotelephone communications • Illinois
EXHIBIT 10.27 INVESTMENT AGREEMENTInvestment Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • New York
EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGER by and between AIRGATE PCS, INC.Agreement and Plan of Merger • August 31st, 2001 • Ipcs Inc • Radiotelephone communications • Delaware
iPCS, INC. iPCS EQUIPMENT, INC. AND iPCS WIRELESS, INC. AND EACH OF THE OTHER PARTIES THAT BECOME GUARANTORS HERETO 11 1/2% SENIOR NOTES DUE 2012Ipcs Inc • August 5th, 2004 • Radiotelephone communications • New York
iPCS, INC.Ipcs Inc • August 5th, 2004 • Radiotelephone communications • New York
EXHIBIT 10.33 CONSULTING AGREEMENT This Agreement is made this 20th day of April, 1999, with an effective date of February 1, 1999, by and between WaveLink Engineering ("WaveLink") of 7911 Crisford Place, Suite B, Baltimore, Maryland 21208 and...Consulting Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • Illinois
A/B EXCHANGE REGISTRATION RIGHTS AGREEMENT by and among iPCS, INC.Registration Rights Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • New York
RECITALSSupport Agreement • August 31st, 2001 • Ipcs Inc • Radiotelephone communications • Delaware
Registration Rights Agreement, dated as of July 12, 2000 (this "Agreement"), among iPCS, Inc., a Delaware corporation (the "Company"), ------- Blackstone/iPCS L.L.C., a Delaware limited liability company, Blackstone iPCS Capital Partners L.P., a...Registration Rights Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • New York
EXHIBIT 10.3 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 • Ipcs Inc • Radiotelephone communications • Delaware
AND THE GUARANTORS LISTED ON SCHEDULE A HERETO 11 1/2% SENIOR NOTES DUE 2012 REGISTRATION RIGHTS AGREEMENTIpcs Inc • August 5th, 2004 • Radiotelephone communications • New York
iPCS, Inc. $300,000,000 First Lien Senior Secured Floating Rate Notes due 2013 and $175,000,000 Second Lien Senior Secured Floating Rate Notes due 2014 PURCHASE AGREEMENT dated April 11, 2007 Banc of America Securities LLC UBS Securities LLC Jefferies...Purchase Agreement • April 25th, 2007 • iPCS, INC • Radiotelephone communications • New York
The First Lien Notes will be issued pursuant to an indenture, dated as of April 23, 2007 (the “First Lien Indenture”), among the Issuers and U.S. Bank National Association, as trustee (the “First Lien Trustee”). The Second Lien Notes will be issued pursuant to an indenture, dated as of April 23, 2007 (the “Second Lien Indenture” and, together with the First Lien Indenture, the “Indentures”), among the Issuers and U.S. Bank National Association, as trustee (the “Second Lien Trustee” and, together with the First Lien Trustee, the “Trustees”). The Issuers’ obligations with respect to the First Lien Notes and the related Guarantees will be secured by a first priority lien on the Collateral (as defined in the Pricing Disclosure Package (as defined below)) pursuant to a first lien security agreement, dated as of April 23, 2007 (the “First Lien Security Agreement”), for the benefit of the holders of the First Lien Notes, by and among the Issuers and the First Lien Trustee, in its capacity as
EXHIBIT 10.28 STOCKHOLDERS AGREEMENTStockholders Agreement • October 11th, 2000 • Ipcs Inc • Radiotelephone communications • New York
AMENDMENT NO. 2 TO 1900 CDMA ADDITIONAL AFFILIATE SUPPLY AGREEMENT BETWEEN iPCS WIRELESS, INC. AND iPCS EQUIPMENT, INC. AND NORTEL NETWORKS INC.Ipcs Inc • March 29th, 2001 • Radiotelephone communications
Option No.: ___ IPCS, INC. 2004 LONG-TERM INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT NON-EMPLOYEE DIRECTORS THIS AGREEMENT, entered into as of the Grant Date (as defined in paragraph 1), by and between the Participant and iPCS, Inc. (the...Non-Qualified Stock Option Agreement • August 5th, 2004 • Ipcs Inc • Radiotelephone communications • Delaware
Exhibit 10.40 EXECUTION COPY SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT (this "Agreement") dated as of the 28th day of September, 2001 (the...Credit Agreement and Consent • November 14th, 2001 • Ipcs Inc • Radiotelephone communications • New York
WHEREAS, the Borrower has requested that the Lenders, and the Lenders have agreed, subject to the terms hereof, to consent to Holdings entering into an agreement with ServiceCo to provide administrative services to Holdings, the Borrower and its...Credit Agreement • February 22nd, 2002 • Ipcs Inc • Radiotelephone communications • New York
SPRINT PCS MANAGEMENT AGREEMENT BETWEENSprint PCS Management Agreement • April 25th, 2000 • Ipcs Inc • Radiotelephone communications
CONSTRUCTION AND OVERSIGHT SERVICES AGREEMENT --------------------------------Ipcs Inc • March 29th, 2001 • Radiotelephone communications • Illinois
EXHIBIT 10.41 ------------- [*] IMPORTANT NOTE: Certain material, indicated by four asterisks ("****"), has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the...Assignment Agreement • March 29th, 2001 • Ipcs Inc • Radiotelephone communications
Exhibit 10.44 FIRST AMENDMENT OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT WHEREAS, iPCS Wireless, Inc. a Delaware corporation (the "Company"), Stebbins B. Chandor, Jr. ("Executive") and, for certain purposes, iPCS, Inc., a Delaware corporation (the...Employment Agreement • November 14th, 2001 • Ipcs Inc • Radiotelephone communications
Exhibit 10.43 FIRST AMENDMENT OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT WHEREAS, iPCS Wireless, Inc. a Delaware corporation (the "Company"), Linda K. Wokoun ("Executive") and, for certain purposes, iPCS, Inc., a Delaware corporation (the "Parent"),...Employment Agreement • November 14th, 2001 • Ipcs Inc • Radiotelephone communications
Sprint PCS Services Agreement betweenSprint PCS Services Agreement • April 25th, 2000 • Ipcs Inc • Radiotelephone communications
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2007 • iPCS, INC • Radiotelephone communications • Illinois
This Employment Agreement (the “Agreement”) is made, entered into as of this 17th day of July, 2007, and is effective as of August 6, 2007 (the “Effective Date”), by and between iPCS Wireless, Inc., a Delaware corporation (the “Company”), and Conrad J. Hunter (“Executive”), and, for the limited purposes specified herein, iPCS, Inc. (“Parent”).
