Wireless, Inc. Common Stock Certificate

Summary

This document is a stock certificate issued by Wireless, Inc., a Delaware corporation, certifying ownership of fully paid and non-assessable shares of its common stock. The certificate is transferable by the holder upon proper endorsement and registration with the transfer agent, Equiserve Trust Company, N.A. It outlines the rights of stockholders and provides instructions for transferring shares. The certificate must be countersigned and registered to be valid, and lost certificates require a bond for replacement.

EX-4.2 2 0002.txt EXHIBIT 4.2 EXHIBIT 4.2 ================================================================================ [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 ---------------------------- AUTHORIZED SIGNATURE ================================================================================ IN 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 - ------------------------------------ - ------------------------------------ - -------------------------------------------------------------------------------- (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - ---------------------------------------------------------------------- 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 ________________________________ ------------------------------------------------ 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. - -------------------------------------------------- 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. - ----------------------------------- ------------------------------------------- AMERICAN BANK NOTE COMPANY PRODUCTION COORDINATOR: STEVE KOWALSKI: 55TH AND SANSOM ST. 215 ###-###-#### PHILA., PA 19139 PROOF OF MAY 30, 2000 ###-###-#### WIRELESS, INC. H 66601 bk - ----------------------------------- ------------------------------------------- SALES: M. SANDHU: 415 ###-###-#### OPERATOR: hj - ----------------------------------- ------------------------------------------- /NET/BANKNOTE/HOME 16/LIVE JOBS/W/WIRELESS 66601 NEW - ----------------------------------- -------------------------------------------