TECHNOLOGY ASSET AGREEMENT

 

 CONFIDENTIAL INFORMATION ON PAGE 4, APPENDICES A AND C HAS BEEN OMITTED AND
      FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION
    

 
                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
                           TECHNOLOGY ASSET AGREEMENT
 
THIS AGREEMENT is effective as of the 1st day of December, 1995, by and between
Motorola, Inc., a Delaware corporation having an office at 1303 East Algonquin
Road, Schaumburg, IL 60196 U.S.A., (hereinafter called "MOTOROLA"), and PageMart
Wireless, Inc., its successors, subsidiaries, and affiliates, including, but not
limited to PageMart, Inc. and PageMart PCS, Inc. (hereinafter collectively
called "PAGEMART").
 
WHEREAS, PAGEMART owns and has or may have intellectual property assets (set
forth below in Section 1.2 through Section 1.3) relating to advanced messaging
and paging technology in various countries of the world; and
 
WHEREAS, MOTOROLA has an interest in acquiring all PAGEMART's rights and
ownership in certain of PAGEMART's intellectual property assets owned or
controlled by PAGEMART;
 
NOW, THEREFORE, in consideration of the mutual covenants and undertakings set
out herein and other good and valuable consideration, the, receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
 
Section 1 - DEFINITIONS
 
1.1 The PURCHASE AGREEMENT means that certain agreement by and between PAGEMART
and MOTOROLA being concurrently executed with this Agreement detailing the
purchasing commitments by PAGEMART with respect to one-way and two-way
infrastructure equipment and two-way wireless subscriber equipment.
 
1.2 The PAGEMART PATENTS means any PAGEMART owned or controlled patents or
pending patent applications including all world-wide: divisions, continuations,
continuations-in-part, reissues, renewals, and extensions thereof, any
counterparts claiming priority therefrom or the benefit of the filing date
thereto, a list of which is attached hereto and marked Appendix A. Additionally,
PAGEMART PATENTS shall further mean and include inventions conceived before
January 1, 1997 by employees (of PAGEMART) or others under an obligation to
assign to PAGEMART. Additionally, PAGEMART PATENTS means or includes the
PAGEMART INVENTION INFORMATION (defined below).
 
1.3 PAGEMART INVENTION INFORMATION means all notes, reports, analysis, designs,
schematics, processes, data, and like information owned, controlled, or created
by PAGEMART relating to the PAGEMART PATENTS.

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
Such PAGEMART INVENTION INFORMATION may be attached herein as Appendix B.
 
1.4 AFFILIATE of a party means any legal entity whose majority or controlling
ownership interest representing the right to vote for or manage the affairs of
the entity is, during the term of this Agreement, owned or controlled (but only
so long as such ownership or control exists), directly or indirectly, by that
party. For the purpose of this definition, "control" means the right to vote 50%
or more of the shares or other securities of a U.S. corporation or other U.S.
entity or the right to vote 20% or more of the shares or other securities of a
foreign corporation or other foreign entity.
 
1.4.1 In the event that PAGEMART chooses to reduce their "control" in a foreign
corporation or other foreign entity below the 20% voting rights described in
sec.1.4, MOTOROLA agrees to negotiate a license agreement in good faith with the
new controlling party with respect to its loss of any rights due to PAGEMART's
loss of "control".
 
1.5 EFFECTIVE DATE is December 1, 1995.
 
Section 2 - RELEASES
 
2.1 PAGEMART hereby releases, acquits and forever discharges MOTOROLA (and
MOTOROLA's AFFILIATEs as of the EFFECTIVE DATE of this Agreement) from any and
all claims or liability for infringement or alleged infringement of THE PAGEMART
PATENTS by the fielding of any products or services, or acts in preparation of
providing products or services, prior to the EFFECTIVE DATE of this Agreement.
 
2.2 PAGEMART hereby agrees to dismiss with prejudice the pending lawsuit against
MobileMedia (Case No. 3-95CV1048-P, In the US District Court for the
Northeastern District of Texas, Dallas Division) relating to infringement of
U.S. Patent No. 5,239,671. PAGEMART further releases all rights to bring further
suit against MOTOROLA or any third party based on infringement of the PAGEMART
PATENTS.
 
Section 3 - GRANTS AND OBLIGATIONS
 
3.1 PAGEMART, for itself and on behalf of its AFFILIATEs, heirs, successors, or
assigns, hereby assigns to MOTOROLA all right, title, and interest to the
PAGEMART PATENTS as evidenced by the assignment documents of Appendix C and
other assignment documents that are

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
reasonably required or requested by MOTOROLA from time to time that may be
further recorded by MOTOROLA.
 
3.2 MOTOROLA, for itself and on behalf of its AFFILIATEs, heirs, successors, or
assigns, hereby grants to PAGEMART and its AFFILIATES, a perpetual, fully paid,
non-exclusive, non-transferable, non-sublicensable right-to-use and sell
services license under the PAGEMART PATENTS (assigned to MOTOROLA under Section
3). AFFILIATEs of PAGEMART are licensed under this section so long as they meet
the requirements of Section 1.4.
 
3.3 PAGEMART, for itself and on behalf of its AFFILIATEs, heirs, successors, or
assigns, hereby assigns to MOTOROLA all right and title in all other patentable
subject matter now known or later discovered as being conceived before January
1, 1997 and agrees to execute such documents to transfer such rights in the
PAGEMART PATENTS to MOTOROLA and/or to aid in MOTOROLA's registration,
maintenance, or perfection of such rights. PAGEMART shall pay for all reasonable
expenses incurred in obtaining for MOTOROLA the appropriate assignment
signatures from Roger D. Linquist, Malcolm M. Lorang, any PAGEMART employees, or
any others who are under obligation to assign to PAGEMART the PAGEMART PATENTS.
Expenses that may be incurred beyond obtaining assignment signatures described
above (such as consulting fees to Mr. Lorang and Mr. Lindquist, if required)
will be paid by MOTOROLA.
 
3.4 PAGEMART shall have a continuing obligation to notify or report to MOTOROLA
regarding all information concerning all patents issued, pending patent
applications filed, or inventions conceived by employees (of PAGEMART) or others
under an obligation to assign to PAGEMART before January 1, 1997.
 
3.5 For the term of five (5) years from the EFFECTIVE DATE of this AGREEMENT,
PAGEMART grants to MOTOROLA the right to inspect at MOTOROLA's expense all of
PAGEMART's INVENTION INFORMATION relating to the conception of inventions
(conceived before January 1, 1997) to determine whether such inventions shall be
included as one of the PAGEMART PATENTS, provided that MOTOROLA gives PAGEMART
30 days prior written notice of their intent to inspect.
 
3.5.1 MOTOROLA's right to inspect PAGEMART's INVENTION INFORMATION is limited to
three (3) inspections every twelve-month period.
 
3.5.2 MOTOROLA shall treat PAGEMART's INVENTION INFORMATION and other PAGEMART
information received pursuant to Section 3.5.1 which is identified by PAGEMART
as proprietary ("IDENTIFIED PROPRIETARY INFORMATION") as proprietary information
and agrees for a period of five

       CONFIDENTIAL INFORMATION HAS BEEN OMITTED FROM SECTION 4.3 BELOW
    
 
                      MOTOROLA CONFIDENTIAL PROPRIETARY
 
years from receipt of the INVENTION INFORMATION or the IDENTIFIED PROPRIETARY
INFORMATION not to divulge any PAGEMART INVENTION INFORMATION or the IDENTIFIED
PROPRIETARY INFORMATION it receives from PAGEMART to any other person, firm, or
corporation without prior written consent from PAGEMART and shall use the same
degree of care to avoid disclosure of such information as MOTOROLA employs with
respect to its own proprietary information of like importance. This provision
does not apply to PAGEMART's INVENTION INFORMATION that becomes the subject
matter of a U.S. patent application filed by MOTOROLA.
 
3.6 PAGEMART has the right to file patent application(s) conceived by PAGEMART
before January 1, 1997, which would otherwise be considered a PAGEMART PATENT
assigned to MOTOROLA under this Agreement, provided that MOTOROLA is given a
right of first refusal to file such patent application(s) on its own behalf and
further provided that MOTOROLA receives a perpetual, fully paid, royalty-free
license with the right to sublicense such patent application(s) in the event
PAGEMART files patent application(s) under this paragraph. PAGEMART shall give
written notice of its intent to file application(s) under this paragraph to
allow MOTOROLA to determine whether to exercise its right of first refusal and
MOTOROLA shall provide PAGEMART with its decision within 30 days. The
requirements of paragraph 4.3 apply to any royalty revenues received by MOTOROLA
under this paragraph. Patent applications filed by PAGEMART under this provision
are PAGEMART property subject to MOTOROLA's rights herein.
 
Section 4 - PAYMENT
 
4.1 A portion of the consideration for the transfer of the PAGEMART PATENTS to
MOTOROLA is outlined in Articles 3 and 4 of the PURCHASE AGREEMENT.
 
4.2 This TECHNOLOGY ASSET AGREEMENT shall survive any breach by PAGEMART of the
PURCHASE AGREEMENT and shall further survive termination by MOTOROLA of the
PURCHASE AGREEMENT for such breach by PAGEMART.
 
4.3 In the event that MOTOROLA expressly licenses the PAGEMART PATENTS to third
parties,             such gross royalty revenues             will be shared with
PAGEMART             Royalty revenue shall only include actual licensing revenue
and shall exclude implied licenses.

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
4.4         PAGEMART shall bear all costs including, but not limited to filing
fees, attorney fees, and maintenance fees incurred for all issued and pending
PAGEMART PATENTS (including foreign counterparts) as of the EFFECTIVE DATE.
MOTOROLA shall bear costs associated with the PAGEMART PATENTS that are due (if
no already incurred and paid for by PAGEMART) after the EFFECTIVE DATE.
            
SECTION 5 - TERM
 
The term of this Agreement shall be from the EFFECTIVE DATE until the expiration
of the last of the PAGEMART PATENTS.
 
SECTION 6 - WARRANTIES, REPRESENTATIONS, & INDEMNITIES
 
6.1         Each party warrants that it has the requisite authority to convey
the rights granted herein and that no commitments exist or shall be entertained
for the duration of this Agreement which would restrict its right to grant the
releases contemplated herein.
            
6.2         PAGEMART, warrants that:
 
6.2.1       PAGEMART is the owner of the full right and title to the PAGEMART
PATENTS and the PAGEMART INVENTION INFORMATION, and that to PAGEMART's
knowledge and belief, each of the foregoing are free and clear of all pledges,
liens, or encumbrances, and that the grants herein shall be binding on its
heirs, successors, and assigns.
            
6.2.2       There are no licensees or options to acquire licenses under the
PAGEMART PATENTS as of the EFFECTIVE DATE of this Agreement except for those
granted to PageMart Canada, Ltd., PageMart Latino America, S.A. de C.V., and
PageMart Asia, which have been previously granted licenses or options to
license the currently issued PAGEMART PATENTS. The present existence of these
licenses will not be deemed to be a breach of this Agreement.
            
6.3         PAGEMART warrants that it will provide MOTOROLA all originals
(ribbon copies) of the PAGEMART PATENTS that are issued as of the EFFECTIVE
DATE or that subsequently issue.
            
SECTION 7 - PUBLICITY AND CONFIDENTIALITY
 
7.1         MOTOROLA and PAGEMART agree to issue a mutually approved press
release announcing only (1) the dismissal of the MobileMedia lawsuit,

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
and (2) the transfer of PAGEMART PATENTS to MOTOROLA. Except as expressly
granted herein, nothing in this Agreement shall be construed as conferring upon
either party the right to include in advertising, packaging or other commercial
activity any reference to the other party, its trademarks, trade names, service
marks, or other trade identity in a manner likely to cause confusion, except
that the parties shall have the right to acknowledge the existence of this
Agreement.
 
7.2     Except as otherwise herein provided, the parties hereto shall keep the
terms of this Agreement and the PURCHASE AGREEMENT confidential and shall not
now or hereafter divulge any part thereof to any third party except:
        
7.2.1   with the prior written consent of the other party; or
 
7.2.2   to any governmental body having jurisdiction to request and to read the
same; or
 
7.2.3   as otherwise may be required by law or legal processes; or
 
7.2.4   to legal counsel representing either party; or
 
7.2.5   to accountants for the preparation of required tax documents; or
 
7.2.5.1 to accountants for the preparation of required financial statements
provided such parties agree to use best efforts to treat the content of this
Agreement as confidential; or
        
7.2.6   to accountants, financial advisors, and their counsel provided such
parties agree to treat the content of this Agreement as confidential; or
 
7.2.7   to regulatory agencies provided the parties hereto use their best
efforts to obtain confidential treatment and further provided that the
non-disclosing party is given an opportunity to review the material to be
disclosed before disclosure to such regulatory agency.
        
7.3     PageMart and Motorola agree that the terms of this Agreement, and the
terms of the PURCHASE AGREEMENT are confidential and cannot be disclosed by
either party outside its respective organization without the other's written
consent, except as may be required by law or for the purposes of securities
offerings or financings or to establish their rights under such agreements. The
parties agree, however, to work together to produce such press releases and
other public announcements as are acceptable to both parties.

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
SECTION 8 - MISCELLANEOUS PROVISIONS
 
8.1         Nothing contained in this Agreement shall be construed as:
 
8.1.1       imposing on either party any obligation to institute any suit or
action for infringement of any patent or know-how, or to defend any suit or
action brought by a third party which challenges or concerns the validity or
enforceability or infringement of any patent; or
            
8.1.2       an obligation by either party to defend, indemnify or hold harmless
the other party or its AFFILIATEs from any suits, actions or claims alleging
infringement of any third party's patent or know-how, and neither party nor its
AFFILIATEs shall have any liability therefor; or
            
8.1.3       imposing on either party any obligation to file any patent
application or to secure any patent or maintain any patent in force or to seek
reissue, reexamination, or an extension of any patent or trademark; or
            
8.1.4       an obligation on either party to enforce its patents against third
parties; or
 
8.1.5       making either party the partner, joint venturer, agent, or
employer/employee of the other. Neither party shall have the authority to make
any statements, representations or commitments of any kind, or to take any
action, which shall be binding on the other, except as provided for herein or
authorized in writing by the party to be bound.
        
8.1.6       granting any party a sub-license under technology or intellectual
property licenses currently held by either party except for those identified
for the PAGEMART PATENTS.
        
8.2         No express or implied waiver by either of the parties to this
Agreement of any breach of any term, condition or obligation of this Agreement
by the other party shall be construed as a waiver of any subsequent breach of
that term, condition or obligation or of any other term, condition or
obligation of this Agreement of the same or of a different nature.
            
8.3         Anything contained in this Agreement to the contrary
notwithstanding, the obligations of the parties hereto shall be subject to all
laws, both present and future, of any Government having jurisdiction over
either party hereto, and to orders or regulations of any such Government, or
any department, agency, or court thereof, and to any contingencies resulting
from acts of war, acts of public enemies, strikes, or other labor disturbances,
fires, floods, acts of God, or any causes of like or different kind beyond the
control of the parties, and the parties hereto shall be excused from any
failure to perform any obligation hereunder to the extent such failure is
caused by

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
any such law, order, regulation, or contingency, but only so long as said law,
order, regulation or contingency continues.
 
8.4     The captions used in this Agreement are for convenience only, and are
not to be used in interpreting the obligations of the parties under this
Agreement.
        
8.5     With respect to matters of contract construction and interpretation,
the substantive law of the state of Illinois, United States of America shall
apply. However, with respect to matters of infringement and validity of
intellectual property rights, the substantive law of the nation having
jurisdiction over such property or over matters affecting such intellectual
property rights shall be applied.
        
8.6     In no event shall either party be liable to the other party by reason
of breach or termination of this Agreement for any loss of prospective profits
or incidental or consequential damages.
        
8.7     The provisions of Sections 2, 3, 4, 6, and 7 shall survive the
expiration or termination of this Agreement for any cause.
        
8.8     If any term, clause, or provision of this Agreement shall be judged to
be invalid, the validity of any other term, clause, or provision shall not be
affected; and such invalid term, clause, or provision shall be deemed deleted
from this Agreement.
        
8.9     This Agreement and the PURCHASE AGREEMENT set forth the entire
Agreement and understanding between the parties as to the subject matter hereof
and merges all prior discussions between them, and neither of the parties shall
be bound by any conditions, definitions, warranties, understandings or
representations with respect to such subject matter other than as expressly
provided herein or as duly set forth on or subsequent to the date hereof in
writing and signed by a proper and duly authorized officer or representative of
the party to be bound thereby.
        
8.10    MOTOROLA and PAGEMART will attempt to settle any claim or dispute
arising out of this Agreement through consultation and negotiation in good
faith and a spirit of mutual cooperation. If those attempts fail, then the
dispute will be mediated by a mutually-acceptable mediator to be chosen by
Motorola and PageMart within 45 days after written notice by one of both
parties demanding mediation. Neither party may unreasonably withhold consent to
the selection of a mediator, and Motorola and PageMart will share the costs of
the mediation equally. By mutual agreement, however, Motorola and PageMart may
postpone mediation until each has completed some specified but limited
discovery about the dispute.

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
8.10.1     The parties may also agree to replace mediation with some other form
of non-binding alternative dispute resolution (ADR), such as neutral
fact-finding or a minitrial.
           
8.10.2     Any dispute which the parties cannot resolve between them through
negotiation or mediation within six months of the date of the initial demand for
it by a party may then be submitted to the courts within the State of Texas for
resolution. Each party agrees to submit to the jurisdiction of those courts. The
use of any alternative dispute resolution procedure will not be construed under
the doctrines of laches, waiver or estoppel to affect adversely the rights of
either party and shall toll the statute of limitations period while the
alternative dispute resolution procedure(s) are ongoing. And nothing in this
paragraph will prevent either party from resorting to judicial proceedings if
(a) good faith efforts to resolve the dispute under these procedures have been
unsuccessful, or (b) interim relief from a court is necessary to prevent serious
and irreparable injury to one party or to others. Motorola and Pagemart
knowingly, voluntarily and intentionally waive the right each may have to a jury
for any such judicial proceedings including any claim, counterclaim, setoff or
defense relating in any way to this Agreement.
 
8.11       All notices, requests, demands, and other communications required or
permitted to be given hereunder shall be in writing and shall be valid and
sufficient if dispatched by registered or certified mail, postage prepaid and
addressed as set forth below, in any post office in the United States, or sent
via facsimile to the party identified below (provided that a confirmation cost
is mailed within ten (10) days thereafter by registered mail or certified
airmail). Either party may change its address and/or person to receive notice
under this Agreement by giving written notice of the change(s) to the other
party.
 
8.11.1     If to MOTOROLA:
 
                  Motorola Inc.
                  1303 East Algonquin Road
                  Schaumburg, Illinois 60196
                  Fax: (708) 576-3750
                  Attention: Vice President for Patents, Trademarks & Licensing
 
                  with a copy to:
 
                  Senior Credit Manager
                  Motorola Inc.
                  Pan American Paging Subscriber Group
                  1500 Gateway Boulevard
                  Boynton Beach, Florida 33426-8292
                  Phone: (407) 739-2991, Fax: (407) 739-8790

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
8.11.2       If to PAGEMART:
 
                  PageMart Wireless, Inc.
                  6688 N. Central Expressway
                  Dallas, Tx 75206
                  Fax: (214) 373-6676
                  Attention: Legal Department
 
8.11.3       The date of actual receipt of such a notice shall be the date for
the commencement of the running of the period provided for in such notice, or
the date at which such notice takes effect, as the case may be. Any such
notice, request, demand, or other communication shall be deemed to have been
duly received fifteen (15) days after being mailed by registered or certified
airmail in a postage-paid properly addressed envelope, or the date when sent
via facsimile to the party intended (provided that a confirmation copy is
mailed within ten (10) days thereafter by registered mail or certified
airmail).
             
             IN WITNESS WHEREOF, each party hereto has caused this Agreement to
be executed in duplicate originals by its duly authorized representative:
             

MOTOROLA, INC.                          PAGEMART WIRELESS, INC.

By; /s/ LARRY CARTER                         By:  /s/ G. CLAY MYERS
   ----------------------------                 ---------------------------

Title:  Corporate V. P.                      Title:  V.P. Finance & CFO
      -------------------------                    ------------------------

Date:       1/26/96                          Date:    1/26/96
      -------------------------                    ------------------------

       CONFIDENTIAL INFORMATION HAS BEEN OMITTED FROM APPENDIX A BELOW
    

 
                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
                                   APPENDIX A
 
                               "PAGEMART PATENTS"
 
                                 ISSUED PATENTS
                           U.S. PATENT NO. 5,239,671
                           U.S. PATENT NO. 5,355,529
                           U.S. PATENT NO. 5,361,399
                           U.S. PATENT NO. 5,423,056
 
As of the EFFECTIVE DATE, counterparts of U.S. Patent Nos. 5,239,671, 5,361,399,
and 5,423,056 were known to be filed in other countries and are also included
herein.
 
                 ALLOWED PENDING PATENT APPLICATIONS
                 1.   U.S. PATENT APPLICATION NO.
                         Attorney Docket No.
 
                 2.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
 
                 3.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
 
                    PENDING PATENT APPLICATIONS
 
                 1.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
 
                 2.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.

       CONFIDENTIAL INFORMATION HAS BEEN OMITTED FROM APPENDIX A BELOW
    

 
                  MOTOROLA CONFIDENTIAL PROPRIETARY
 
                  3.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
 
                  4.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
                      
                  5.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
                      
                  6.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
                      
                  7.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
                      
                  8.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
                      
                  9.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.

                 10.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
                      
                 11.   U.S. PATENT APPLICATION NO.
                         Attorney Docket NO.
            (continuation of U.S. PATENT APPLICATION NO.
                         Attorney Docket No.
 
             INVENTIONS CONCEIVED BEFORE JANUARY 1, 1997
                                 TBD

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
                                   APPENDIX B
 
                   THE PAGEMART INVENTION INFORMATION LISTING

                       MOTOROLA CONFIDENTIAL PROPRIETARY
 
                                   APPENDIX C
 
                        PATENT ASSIGNMENT AND AGREEMENT
                              FOLLOWS ON NEXT PAGE

        CONFIDENTIAL INFORMATION HAS BEEN OMITTED FROM APPENDIX C BELOW
    
 
                        PATENT ASSIGNMENT AND AGREEMENT
 
     For and in consideration of good and valuable consideration, the receipt of
which is hereby acknowledged, PageMart, Inc., PageMart Wireless, Inc., and
PageMart PCS, Inc., (hereinafter collectively called "PAGEMART") have sold,
assigned and transferred, and do hereby sell, assign and transfer effective
December 1st, 1995, unto MOTOROLA, INC., a corporation of the State of Delaware,
having its principal office in Schaumburg, State of Illinois, United States of
America, and its successors, assigns, and legal representatives, the entire
right, title and interest for the United States of America in and to certain
inventions described, illustrated and claimed in numerous U.S. Patent
Applications and Letters Patent of the United State of America, in particular:
U.S. PATENT NO. 5,239,671, U.S. PATENT NO. 5,355,529, U.S. PATENT NO. 5,361,399,
and U.S. PATENT NO. 5,423,056; U.S. PATENT APPLICATION NO.        U.S. PATENT
APPLICATION NO.        U.S. PATENT APPLICATION NO.        U.S. PATENT
APPLICATION NO.        U.S. PATENT APPLICATION NO.        U.S. PATENT
APPLICATION NO.        U.S. PATENT APPLICATION NO.        U.S. PATENT
APPLICATION NO.        U.S. PATENT APPLICATION NO.        U.S. PATENT
APPLICATION NO.        U.S. PATENT APPLICATION NO.        U.S. PATENT
APPLICATION NO.        U.S. PATENT APPLICATION NO.        and Attorney Docket
No.        and upon any division, extension, continuation, reexamination, or
reissue thereof.
 
     PAGEMART hereby also sells, assigns and transfers unto MOTOROLA, INC. the
entire right, title and interest in and to said inventions and Letters Patent
therefor in all countries foreign to the United States of America, including all
rights under any and all international conventions and treaties in respect of
said inventions and said applications for Letters Patent in foreign countries
that claim priority of the filing date of said Letters Patent under provisions
of any and all international conventions and treaties.
 
     PAGEMART hereby authorizes and requests the Commissioner of Patents of the
United States of America to issue Letters Patent upon any division, extension,
continuation, reexamination, or reissue, to MOTOROLA, INC., for the sole use and
behalf of MOTOROLA, INC., its successors, assigns and legal representatives, to
the full end of the term for which said Letters Patent may be granted, the same
as they would have been held and enjoyed by PAGEMART had this assignment not
been made, and PAGEMART hereby authorizes and requests the equivalent
authorities in foreign countries to similarly issue the patents of their
respective countries to MOTOROLA, INC.

     PAGEMART agrees that, when requested, will, without charge to MOTOROLA,
INC., but at its expense, sign all papers, take all rightful oaths, and do all
acts which may be reasonably necessary, desirable or convenient for securing and
maintaining patents for said inventions in any and all countries and for vesting
title thereto in MOTOROLA, Inc., its successors, assigns and legal
representatives or nominees.
 
     PAGEMART covenants with MOTOROLA, INC., its successors, assigns and legal
representatives, that the interest and property hereby conveyed is free from all
prior assignment, grant, mortgage, license or other encumbrance and is binding
upon my its heirs, successors, and assigns.

                                            /s/ G. CLAY MYERS
Date: 1/26/96                           ----------------------------------
     ----------                         Print Name: G. CLAY MYERS
                                        Title: V.P. FINANCE & CFO, PAGEMART
STATE OF TEXAS
 
COUNTY OF TARRANT
 
Before me, the undersigned, a Notary Public, on this day personally appeared G.
Clay Myers, known to me to be the person and officer whose name is subscribed to
the foregoing instrument, and acknowledged to me that the same was the act of
PAGEMART, and that he/she has executed the same as the act of PAGEMART for the
purposes and consideration therein expressed, and in the capacity therein
stated.
 
     Given under my hand and notarial seal this 26th day of January, 1996.
 
STEPHANIE L. MORAN
Notary Public
Commission Number ____________
 
My commission expires:    STEPHANIE L. MORAN
                          Notary Public, State of Texas
                          My Commission Expires 11-01-99
 
(SEAL)

 

Basic Info X:

Name: TECHNOLOGY ASSET AGREEMENT
Type: Technology Asset Agreement
Date: May 21, 1996
Company: WEBLINK WIRELESS INC
State: Delaware

Other info:

Date:

  • 1st day of December , 1995
  • December 1 , 1995
  • fifteen 15
  • JANUARY 1 , 1997
  • December 1st , 1995
  • 26th day of January , 1996

Organization:

  • East Algonquin Road
  • IL 60196 U.S.A.
  • US District Court
  • Northeastern District of Texas
  • PageMart Canada , Ltd.
  • PageMart Latino America , S.A. de C.V.
  • Trademarks & Licensing
  • Senior Credit Manager Motorola Inc. Pan American Paging Subscriber Group 1500 Gateway Boulevard Boynton Beach
  • PageMart , Inc.
  • PageMart Wireless , Inc.
  • PageMart PCS , Inc.
  • State of Delaware
  • State of Illinois
  • United States of America
  • United State of America
  • MOTOROLA , Inc.
  • L. MORAN Notary Public Commission Number
  • State of Texas My Commission Expires

Location:

  • Delaware
  • State of Texas
  • East Algonquin Road Schaumburg
  • Illinois
  • Florida
  • Dallas
  • Tx
  • U.S.
  • United States of America

Person:

  • Roger D. Linquist
  • Malcolm M. Lorang
  • Lindquist
  • LARRY CARTER
  • s G. CLAY MYERS
  • STEPHANIE L. MORAN Notary Public

Percent:

  • 50 %
  • 20 %