Date of Conversion definition

Date of Conversion. Conversion Price:_______________________________________________________________

Date of Conversion has the meaning ascribed thereto in Section 6.4(b);

Date of Conversion means the date of the conversion of the Bank from mutual to stock form.

Date of Conversion shall have the meaning specified in Section 13.2.

Date of Conversion with respect to any Convertible Security or portion thereof to be converted, means the date on which such Convertible Security shall be surrendered for conversion and notice given in accordance with the provisions of Article Sixteen.

Date of Conversion has the meaning set forth in Section 1702.

Date of Conversion means the date defined in Article 15.

Date of Conversion has the meaning attributed thereto in subsection 5.2(2);

Date of Conversion. Conversion Price:_______________________________________________________________ Shares To Be Delivered:___________________________________________________________ Signature:___________________________________________________________ Print Name:________________________________________________________________ Address:_____________________________________________________________ _____________________________________________________________________ LIST OF EXHIBITS AND SCHEDULES Attachment 1 Disclosure Schedule Exhibit A1 Form of A Warrant Exhibit A2 Form of B Warrant Exhibit B Escrow Agreement Exhibit C Form of Legal Opinion Exhibit D Form of Public Announcement or Form 8-K Exhibit E Shares Escrow Agreement Exhibit F Limited Standstill Agreement Exhibit G Security Agreement Exhibit H Collateral Agent Agreement Schedule 5(d) Additional Issuances Schedule 5(q) Undisclosed Liabilities Schedule 5(s) Capitalization Schedule 9(e) Use of Proceeds Schedule 9(q) Limited Standstill Providers Schedule 11.1 Other Securities to be Registered EXHIBIT A1 FORM OF CLASS A WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO 5G WIRELESS COMMUNICATIONS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED. Right to Purchase _____________ shares of Common Stock of 5G Wireless Communications, Inc. (subject to adjustment as provided herein) FORM OF COMMON STOCK PURCHASE WARRANT CLASS A No. ___________ Issue Date: September 22, 2004 5G WIRELESS COMMUNICATIONS, INC., a corporation organized under the laws of the State of Nevada (the "Company"), hereby certifies that, for value received, ______________________, 000 Xxxxxxxxxx Xxxxxx, 44th Floor, San Francisco, CA 94111, Fax: (000) 000-0000, or its assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company at any time after the Issue Date until 5:00 p.m., E.S.T on the fifth anniversary after the Closing Date (as defined in the Subscription Agreement) (the "Expiration Date"), up to __________________ fully paid and nonassessable shares of the Common Stock of the Company (the "Warrant Shares"), at a per share purchase price of $0.0135 in lawful money of...

Date of Conversion with respect to any Convertible Security or portion thereof to be converted, means the date on which such Convertible Security shall be surrendered for conversion and notice given in accordance with the provisions of Article Fifteen.