0001322300-06-000038 Sample Contracts

To: Unity Wireless Corporation and CELERICA, INC. Date: May __, 2006

Unity Wireless Corp • May 30th, 2006 • Radiotelephone communications

• Company
  Unity Wireless Corp
• Filed
  May 30th, 2006
• Industry
  Radiotelephone communications

CELERICA, INC. (“Celerica”) has entered into a merger agreement dated as of _____________(the “Agreement”) with Unity Wireless Corporation ("Unity Wireless") and Unity Wireless Acquisition Corporation. Capitalized terms used in this letter agreement have the meanings ascribed thereto in the Agreement. This letter is the “Shareholders' Instrument” referred to in the Agreement.

MERGER AGREEMENT

Merger Agreement • May 30th, 2006 • Unity Wireless Corp • Radiotelephone communications • Delaware

• Contract Type
  Merger Agreement
• Filed
  May 30th, 2006
• Company
  Unity Wireless Corp
• Industry
  Radiotelephone communications
• Jurisdiction
  Delaware

MERGER AGREEMENT dated May __, 2006 by and among UNITY WIRELESS CORPORATION, a Delaware corporation having its Canada office at 438 Fraser Park Drive, Burnaby, BC Canada V5J 5B9 and its US office at 1313 East Maple Street, Suite 415, Bellingham Washington 98225 ("Unity" or "Unity Wireless"), UNITY WIRELESS ACQUISITION CORP., a Delaware corporation (“NewCo”), and CELERICA, INC., having its registered office at c/o Celerica Ltd., 17 Hataasiya Street, Or Yehuda 60212, Israel (“Celerica” or the “Company”).