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EXHIBIT 4.2
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[LOGO OF WIRELESS, INC.]
NUMBER SHARES
WLS
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
COMMON STOCK SEE REVERSE FOR CERTAIN
DEFINITIONS
CUSIP 97652N 10 6
THIS CERTIFIES that
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK,
$.001 PAR VALUE PER SHARE, OF
Wireless, Inc.
transferable on the books of the Corporation by the holder hereof in person or
by duly authorized attorney upon surrender of this certificate properly
endorsed.
This certificate is not valid until countersigned and registered by the
Transfer Agent and Registrar.
IN WITNESS WHEREOF, the Corporation has caused this certificate to be
signed in facsimile by duly authorized officers and a facsimile of its corporate
seal.
Dated: CERTIFICATE OF STOCK
/s/ Antonio Canova [CORPORATE SEAL /s/ William J. Palumbo
------------------ OF Wireless, Inc.] ----------------------
EXECUTIVE VICE PRESIDENT PRESIDENT AND
AND SECRETARY CHIEF EXECUTIVE OFFICER
COUNTERSIGNED AND REGISTERED:
Equiserve Trust Company, N.A.
TRANSFER AGENT AND REGISTRAR
BY
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AUTHORIZED SIGNATURE
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IN
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WIRELESS, INC.
THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO
REQUESTS A FULL STATEMENT OF THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND
LIMITATIONS OF EACH CLASS OF STOCK OR SERIES THEREOF AUTHORIZED TO BE ISSUED AND
THE AUTHORITY OF THE BOARD OF DIRECTORS OF THE CORPORATION TO DESIGNATE AND FIX
THE RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF CLASSES OF PREFERRED STOCK
IN SERIES.
The following abbreviations, when used in the inscription on the face of
this certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM - as tenants in common UNIF GIFT MIN ACT - ______ Custodian _______
TEN ENT - as tenants by the (Cust) (Minor)
entireties under Uniform Gifts to
JT TEN - as joint tenants with Minors Act
right of survivorship ________________________
and not as tenants in (State)
common
Additional abbreviations may also be used though not in the above list.
For value received, ________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR
OTHER IDENTIFYING NUMBER OF ASSIGNEE
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF
ASSIGNEE)
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---------------------------------------------------------------------- shares of
the common stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint ______________________________________
Attorney to transfer the said shares on the Books of the within named
Corporation with full power of substitution in the premises.
Dated ________________________________
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NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST
CORRESPOND WITH THE NAME AS WRITTEN UPON THE
FACE OF THE CERTIFICATE IN EVERY PARTICULAR,
WITHOUT ALTERATION OR ENLARGEMENT, OR ANY CHANGE
WHATEVER.
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THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE
GUARANTOR INSTITUTION. (Banks, Stockbrokers,
Savings and Loan Associations and Credit Unions
with membership in an approved signature
guarantee medallion program) PURSUANT TO S.E.C.
RULE 17Ad-15
KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR
DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO
THE ISSUANCE OF A REPLACEMENT CERTIFICATE.
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AMERICAN BANK NOTE COMPANY PRODUCTION COORDINATOR: STEVE KOWALSKI:
55TH AND SANSOM ST. 215-784-8620
PHILA., PA 19139 PROOF OF MAY 30, 2000
(215) 764-8600 WIRELESS, INC.
H 66601 bk
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SALES: M. SANDHU: 415-543-8585 OPERATOR: hj
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/NET/BANKNOTE/HOME 16/LIVE JOBS/W/WIRELESS 66601 NEW
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