NTELOS HOLDINGS CORP. Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 28th, 2007 • Ntelos Holdings Corp • Telephone communications (no radiotelephone) • New York
Certain stockholders of NTELOS Holdings Corp., a Delaware corporation (the “Company”) named in Schedule 2 attached hereto (the “Selling Stockholders”), propose to sell an aggregate of • shares (the “Firm Stock”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). In addition, the Selling Stockholders propose to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) options to purchase up to an aggregate of • additional shares of the Common Stock on the terms set forth in Section 3 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” This is to confirm the agreement concerning the purchase of the Stock from the Selling Stockholders by the Underwriters.
