0000950109-99-002931 Sample Contracts

WITNESSETH:
Change of Control Severance Benefits Agreement • August 13th, 1999 • Skytel Communications Inc • Radiotelephone communications • Mississippi
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Re: Retention Bonus ---------------
Retention Bonus Agreement • August 13th, 1999 • Skytel Communications Inc • Radiotelephone communications

As you know, SkyTel Communications, Inc. (the "Company") recently entered into a merger agreement with MCI WORLDCOM, Inc. In order to protect and enhance the Company's value during the process of completing such transaction, the Company has determined that it would be appropriate to adopt special retention arrangements for certain key employees. You are one of those employees. Accordingly, the Company has decided to offer you a retention bonus equal to 100% of your current base annual salary, or $XXXXXX. Subject to the terms of this letter, you will be entitled to the retention bonus if you continue as a full-time employee through the dates specified below.

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