0001125282-04-004387 Sample Contracts

FORM OF UNDERWRITING AGREEMENT Between
Underwriting Agreement • September 9th, 2004 • Gigabeam Corp • Radio & tv broadcasting & communications equipment • New York
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GUARANTY
Gigabeam Corp • September 9th, 2004 • Radio & tv broadcasting & communications equipment • New York
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Stock Pledge Agreement • September 9th, 2004 • Gigabeam Corp • Radio & tv broadcasting & communications equipment • New York

STOCK PLEDGE AGREEMENT dated as of September 3, 2004 (as amended, modified, supplemented or restated, the “Agreement”), executed in favor of AMERISTOCK CORP., a California corporation (the “Pledgee”) by each of LOUIS S. SLAUGHTER, an individual (“Slaughter” or a “Pledgor”) and BITTERSWEET HOLDINGS LLC, a Delaware limited liability company (“Bittersweet” or a “Pledgor”, and together with Slaughter, collectively, the “Pledgors”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • September 9th, 2004 • Gigabeam Corp • Radio & tv broadcasting & communications equipment • New York

This Agreement, dated as of September 3, 2004, sets forth the agreement of GigaBeam Corporation (the “Company”) and each of the other persons executing this agreement (the “Purchasers”) with respect to the purchase by the Purchasers from the Company of an aggregate of $1,000,000 principal amount of 10% Senior Notes of the Company due February 28, 2005 (“Notes”) at a purchase price of $925 per $1,000 principal amount of Notes.

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