0001035398-01-500005 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 1st, 2001 • Usurf America Inc • Cable & other pay television services • Nevada

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 9, 2001, by and between USURF AMERICA, INC., a Nevada corporation, (the "Company"), and FUSION CAPITAL FUND II, LLC (together with it permitted assigns, the "Buyer"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Amended and Restated Common Stock Purchase Agreement by and between the parties hereto dated as of May 09, 2001 (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

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EXHIBIT NO. 10.121 AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • June 1st, 2001 • Usurf America Inc • Cable & other pay television services • Nevada

AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of May 09, 2001 by and between USURF AMERICA, INC., a Nevada corporation (the "Company"), and FUSION CAPITAL FUND II, LLC (the "Buyer"). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

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