Sample Business Contracts

Promissory Note - New England Wireless Inc.

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                                PROMISSORY NOTE

$25,000.00                                              Bellows Falls, Vermont
                                                        June 23, 1994

         FOR VALUE RECEIVED, NEW ENGLAND WIRELESS,  INC., having an office and
place of business at 56 Green Street,  Bellows Falls,  Vermont 05101 ("Maker")
promises to pay to the order of _____________, the sum of Twenty five thousand
Dollars ($25,000.00) with interest from date at the rate of seven and one-half
percent  (7.5%) per annum.  Principal and interest shall be due and payable in
full at any time more than one  hundred  (180) days after the date hereof upon
demand by the holder.

         Maker  agrees  to pay all costs and  expenses,  including  reasonable
attorneys'  fees,  for the  collection of this Note upon  default,  and to pay
interest on all amounts not paid when due  (pursuant to the terms  hereof,  by
acceleration or otherwise) at the rate of twelve percent (12%) per annum until
paid in full.  All  payments  shall be made to the  holder  at 441 West  Ferry
Detroit,  MI 48202 or at such other  place as the holder  hereof  from time to
time may designate in writing.

         This Note may be  prepaid at any time,  in whole or in part,  without

         Maker hereby irrevocably submits to the non-exclusive jurisdiction of
any State or Federal court sitting in Detroit, MI, in any action or proceeding
arising  out of or  relating to this Note,  and the Maker  hereby  irrevocably
agrees  that all claims in respect of such action or  proceeding  may be heard
and determined in such State or Federal court. The Maker irrevocably  consents
to the service of any and all process in any such action or  proceeding by the
mailing  via  certified  mail of  copies of such  process  to the Maker as its
address set forth for the giving of notices,  above,  or at such other address
as shall be  designated  by the Maker in writing to the  holder.  In the event
that,  for any reason,  service of legal process  cannot be made in the manner
described  above,  such  service  may be  made  in the  manner  set  forth  in
paragraphs  (3) and (4) of section  1608 (a) of Title 28 of the United  States
Code.  The Maker agrees that a final judgment in any such action or proceeding
shall be conclusive and may be enforced in other  jurisdictions by suit on the
judgment or in any other  manner  provided by law.  Nothing in this  paragraph
shall  affect  the right of the  holder to serve  legal  process  in any other
manner  permitted  by law  against  the Maker or the  Maker's  property in the
courts of other  jurisdictions.  To the extent that the Maker has nay immunity
from  jurisdiction  of any court or from any legal  process  (whether  through
service  of  notice,  attachment  prior  to  judgment,  attachment  in  aid or
execution or otherwise)  with respect to it or its property,  the Maker hereby
irrevocably waives such immunity in respect of its obligations under this Note
to the fullest extent permitted by applicable laws in any  jurisdiction  where
any action or proceeding referred to in this paragraph may be brought.


         Maker may,  with the consent of the holder,  pay the amount due under
this note by causing to be issued to the holder shares of the capital stock of
World  Wide  Wireless,  Inc.,  a  Delaware  corporation.  Stock in World  Wide
Wireless, Inc., will be issued at Three Dollars ($3.00) per share.

Maker hereby waives  presentment,  demand,  notice of dishonor and protest and
all surety defenses in the nature thereof.

         No delay or  omission  on the part of the  holder in  exercising  any
right  hereunder  shall operate as a waiver of such right or such holder,  nor
shall any delay,  omission or waiver on any one occasion be deemed a bar to or
waiver of the same or any other right on any future occasion.

IN PRESENCE OF:                               New England Wireless, Inc.

_______________________                       By:________________________