0000950138-02-000085 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 29th, 2002 • Nuvox Inc /De/ • Telephone communications (no radiotelephone) • Missouri

This Employment Agreement ("Agreement") is made and entered into as of the 16th day of October, 2001, by and between NuVox, Inc. and Gabriel Communications Properties, Inc., Delaware corporations (the "Company"), and Paul A. Pitts ("Executive").

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AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT AMONG NUVOX, INC. AND ITS STOCKHOLDERS DATED AS OF MARCH 31, 2001 (As amended September 20, 2001)
Stockholders’ Agreement • March 29th, 2002 • Nuvox Inc /De/ • Telephone communications (no radiotelephone) • Delaware

This Amended and Restated Stockholders' Agreement dated as of March 31, 2000, as amended by Agreement dated September 20, 2001 (this "Agreement') is among NUVOX, INC. (formerly known as Gabriel Communications, Inc.), a Delaware corporation (the "Company"), and the stockholders of the Company that are signatory hereto or that have executed an Instrument of Accession in the form of Schedule 1 hereto. [Note: This document was created for informational purposes only and represents a composite conformed copy integrating the amendment dated September 20, 2001.]

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 29th, 2002 • Nuvox Inc /De/ • Telephone communications (no radiotelephone) • New York

This Amended and Restated Registration Rights Agreement dated as of March 31, 2000, as amended by Agreement dated as of September 20, 2001, is among NUVOX, INC. (formerly known as Gabriel Communications, Inc.), a Delaware corporation (the “Company”), and all other parties that are signatory hereto or that have executed an Instrument of Accession in the form of Exhibit A hereto. [Note: This document was created for informational purposes only and represents a composite conformed copy integrating the amendment dated September 20, 2001.]

EMPLOYMENT AGREEMENT
Employment Agreement • March 29th, 2002 • Nuvox Inc /De/ • Telephone communications (no radiotelephone) • Missouri

This Employment Agreement ("Agreement") is made and entered into as of the 16th day of October, 2001, by and between NuVox, Inc. and Gabriel Communications Properties, Inc., Delaware corporations (the "Company"), and Josephine Young ("Executive").

SECURITIES PURCHASE AGREEMENT among NUVOX, INC. and THE PURCHASERS NAMED HEREIN
Securities Purchase Agreement • March 29th, 2002 • Nuvox Inc /De/ • Telephone communications (no radiotelephone) • Delaware

Acquisition. The term "Acquisition" shall mean an acquisition by the Company of all or substantially all of the assets or equity interest of another Person.

NUVOX, INC. SHAREHOLDERS AGREEMENT
Shareholder Agreement • March 29th, 2002 • Nuvox Inc /De/ • Telephone communications (no radiotelephone) • Missouri

THIS AGREEMENT, made as of this 14th day of August, 1998, as amended by Agreement dated as of November 18, 1998, as amended by Agreement dated as of December 13, 1999, and as amended by Agreement dated as of September 20, 2001, by and between NUVOX, INC. (formerly known as GABRIEL COMMUNICATIONS, INC.), a Delaware corporation, hereinafter referred to as the “Corporation,” and the shareholders that are signatory hereto, hereinafter sometimes referred to collectively as “Shareholders” or individually as “Shareholder.” [Note: This document was created for informational purposes only and represents a composite conformed copy integrating the various amendments including those amendments dated September 20, 2001.]

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