0001047469-05-006504 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2005 • Ubiquitel Inc • Radiotelephone communications • Delaware

THIS EMPLOYMENT AGREEMENT ("Agreement"), entered into and effective as of March 11, 2005 by and between UbiquiTel Inc., a Delaware corporation (the "Company"), and Dean E. Russell, Chief Operating Officer of the Company ("Executive").

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2005 • Ubiquitel Inc • Radiotelephone communications

THIS AMENDMENT is made and entered into as of March 11, 2005, by and between UbiquiTel Inc., a Delaware corporation (the "Company"), and James J. Volk, Chief Financial Officer of the Company ("Executive"), and amends an Employment Agreement between the parties entered into and effective as of November 19, 2003 ("Employment Agreement").

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2005 • Ubiquitel Inc • Radiotelephone communications

THIS AMENDMENT is made and entered into as of March 11, 2005, by and between UbiquiTel Inc., a Delaware corporation (the "Company"), and Patricia E. Knese, Senior Vice President, General Counsel and Secretary of the Company ("Executive"), and amends an Employment Agreement between the parties entered into and effective as of November 19, 2003 ("Employment Agreement").

SECOND AMENDMENT TO MASTER LICENSE AGREEMENT
Master License Agreement • March 15th, 2005 • Ubiquitel Inc • Radiotelephone communications

THIS SECOND AMENDMENT to Master License Agreement (this "Second Amendment") is made and entered into as of this 22nd day of December 2004, by and between Crown Atlantic Company LLC, a Delaware limited liability company, Crown Castle PT Inc., a Delaware corporation, Crown Castle South LLC, a Delaware limited liability company (as the successor by conversion under Delaware law of Crown Castle South Inc. on December 31, 2001), Crown Castle GT Company LLC, a Delaware limited liability company, Crown Communication Inc., a Delaware corporation, with their principal place of business at 2000 Corporate Drive, Canonsburg, Pennsylvania 15317 (collectively "Licensor"), and UbiquiTel Leasing Company, a Delaware corporation, with its principal place of business at One West Elm Street, Suite 400, Conshohocken, Pennsylvania 19428 ("Licensee").

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