0001065049-12-000003 Sample Contracts

LEAP WIRELESS INTERNATIONAL, INC. 2004 STOCK OPTION, RESTRICTED STOCK AND DEFERRED STOCK UNIT PLAN MUVE MUSIC PERFORMANCE SHARE UNIT AWARD GRANT NOTICE AND PERFORMANCE SHARE UNIT AWARD AGREEMENT
Performance Share Unit Award Agreement • February 21st, 2012 • Leap Wireless International Inc • Radiotelephone communications • Delaware
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LEAP WIRELESS INTERNATIONAL, INC.
Restricted Stock Award Agreement • February 21st, 2012 • Leap Wireless International Inc • Radiotelephone communications • Delaware

Leap Wireless International, Inc. (the “Company”), pursuant to its 2004 Stock Option, Restricted Stock and Deferred Stock Unit Plan (the “Plan”), hereby grants to the holder listed below (“Holder”), the number of shares of the Company's Common Stock set forth below (the “Shares”). This Restricted Stock award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Award Agreement attached hereto as Exhibit A (the “Restricted Stock Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Agreement.

LEAP WIRELESS INTERNATIONAL, INC.
Restricted Stock Award Agreement • February 21st, 2012 • Leap Wireless International Inc • Radiotelephone communications • Delaware

Leap Wireless International, Inc. (the “Company”), pursuant to its 2004 Stock Option, Restricted Stock and Deferred Stock Unit Plan, as amended (the “Plan”), hereby grants to the holder listed below (“Holder”), the number of shares of the Company's Common Stock set forth below (the “Shares”). This Restricted Stock award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Award Agreement attached hereto as Exhibit A (the “Restricted Stock Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Agreement.

to Private Label PCS Services Agreement
Private Label PCS Services Agreement • February 21st, 2012 • Leap Wireless International Inc • Radiotelephone communications

This Second Amendment (“Second Amendment”) is made to the Private Label PCS Services Agreement between Sprint Spectrum L.P., a Delaware limited partnership (“Sprint”) and Cricket Communications, Inc., a Delaware corporation (“Purchaser”) dated August 2, 2010 (the “Agreement”). Unless expressly provided for otherwise herein, the following modified and added terms and conditions will be part of the Agreement commencing on the first day following the execution of this Second Amendment by Sprint and Purchaser. Capitalized terms not defined in this Second Amendment shall have the meanings ascribed to them in the Agreement.

LEAP WIRELESS INTERNATIONAL, INC. AND DEFERRED STOCK UNIT PLAN STOCK OPTION GRANT NOTICE AND NON-QUALIFIED STOCK OPTION AGREEMENT
Stock Option Agreement • February 21st, 2012 • Leap Wireless International Inc • Radiotelephone communications • Delaware

Leap Wireless International, Inc. (the “Company”), pursuant to its 2004 Stock Option, Restricted Stock and Deferred Stock Unit Plan (the “Plan”), hereby grants to the holder listed below (“Holder”), an option to purchase the number of shares of the Company's Common Stock set forth below (the “Option”). This Option is subject to all of the terms and conditions as set forth herein and in the Non-Qualified Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Stock Option Agreement.

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