THIS AGREEMENT is made as of Oct. 27, 1999 (the "Effective Date") by and between ADAPTIVE
BROADBAND CORPORATION ("Adaptive Broadband"), a Delaware corporation with a principal office at
1143 Borregas Avenue, Sunnyvale, CA 94089, and GLOBAL PACIFIC INTERNET __________ ("Buyer"),
a California corporation with a principal office at 770 The City Drive South, Suite 3400, Orange, CA 92868.
Adaptive Broadband is a developer, manufacturer and supplier of wireless telecommunications equipment. Buyer
desires to provide wireless communications network services in Los Angeles and Orange Counties for
independent internet service providers and to otherwise re-sell the Products (defined below) to those and other
buyers within and for end-use in the United States. Adaptive Broadband and Buyer each desire for Adaptive
Broadband to sell and Buyer to purchase such products for use in connection with those services and for re-sale
to those buyers, all on the terms and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the mutual representations, warranties and covenants contained in this
Agreement, the parties agree as follows:
1. SCOPE OF AGREEMENT.
a. Equipment. Buyer agrees to buy and Adaptive Broadband agrees to sell to Buyer the products described in
and in accordance with Exhibit A attached to this Agreement ("Products") and the services described in Exhibit B
attached to this Agreement ("Services") under the terms and conditions of this Agreement; provided, however,
that after the first shipment of Products under this Agreement, Buyer's obligation to purchase additional Products
is subject to the following:
i. Buyer will install and perform tests on that first shipment of Products within 45 days after delivery to determine
if they perform in accordance with Adaptive Broadband's published, specifications in all material respects. By
that 45th day, Buyer will send written notice to Adaptive Broadband indicating whether those first Pr