0001035398-03-000002 Sample Contracts

EXECUTION COPY REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 17th, 2003 • Usurf America Inc • Services-computer programming, data processing, etc. • Nevada

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 03, 2003, 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 Common Stock Purchase Agreement by and between the parties hereto dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

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EXECUTION COPY COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • March 17th, 2003 • Usurf America Inc • Services-computer programming, data processing, etc. • Nevada

COMMON STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of March 03, 2003 by and between USURF AMERICA, INC., a Nevada corporation (the "Company"), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability company (the "Buyer"). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

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