0001285485-05-000004 Sample Contracts

WARRANT TO PURCHASE _____________ COMMON STOCK OF THE COMPANY (SUBJECT TO ADJUSTMENT) (Void after February 11, 2010)
Unity Wireless Corp • February 14th, 2005 • Radiotelephone communications • New York

THIS COMMON STOCK PURCHASE WARRANT CERTIFIES that, for value received, ____________________________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after February 11, 2005 (the “Initial Exercise Date”) and on or prior to the close of business on February 11, 2010 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Unity Wireless Corporation, a Delaware corporation (the “Company”), up to ___________________ 1shares (the “Warrant Shares”) of common stock, par value $0.001 per share of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be $0.20 (the “Exercise Price”). The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain

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SECURITY AGREEMENT
Security Agreement • February 14th, 2005 • Unity Wireless Corp • Radiotelephone communications • New York

This Security Agreement (this “Agreement”) is entered into as of February 11, 2005 by and among Unity Wireless Corporation, a Delaware corporation (the “Company”), and each of the Parties listed on Exhibit B hereto (each, a “Secured Party” and together, the “Secured Parties”). Certain terms used in this Agreement have the meanings ascribed to them in the Convertible Note and Warrant Purchase Agreement dated as of February 11, 2005 by and among the Company and the parties signatory thereto (the “Purchase Agreement”).

UNITY WIRELESS CORPORATION CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT
Purchase Agreement • February 14th, 2005 • Unity Wireless Corp • Radiotelephone communications • New York

This Convertible Note and Warrant Purchase Agreement (the “Agreement”) is made as of the 11th day of February, 2005 by and between Unity Wireless Corporation, a Delaware corporation (the “Company”) and each of the entities or persons listed on Exhibit A-1 attached to this Agreement (each a “Holder” and together the “Holders”).

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