PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (the "Agreement"), dated November 10, 1997, is made and entered into by and between PORTACOM WIRELESS, INC., a Delaware corporation (the "Debtor") and VDC CORPORATION LTD., (the "Secured Party") under that...Pledge Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT 10.30 LOAN AGREEMENT -------------- THIS LOAN AGREEMENT (the "Agreement") is made this 10th day of November, 1997, by and between VDC Corporation Ltd., a Bermuda corporation (the "Lender"), and PortaCom Wireless, Inc., a Delaware corporation...Loan Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
STOCK OPTION AGREEMENT ----------------------Stock Option Agreement • April 7th, 1997 • Portacom Wireless Inc/ • Communications equipment, nec • British Columbia
AGREEMENT ---------Termination Agreement • November 19th, 1996 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
BACKGROUND ----------Settlement Agreement • December 3rd, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Pennsylvania
BACKGROUND ----------Escrow Agreement • July 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Pennsylvania
EXHIBIT 10.9 MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • June 23rd, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT 10.25 ASSET PURCHASE AGREEMENT by and between VDC CORPORATION LTD.Asset Purchase Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT 10.28 ASSET PURCHASE AGREEMENT by and between VDC CORPORATION LTD.,Asset Purchase Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT III PROMISSORY NOTE June 9, 1998Promissory Note • July 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT 10.32 SECURITY AGREEMENT THIS SECURITY AGREEMENT is dated November 10, 1997 and is made between PortaCom Wireless, Inc., a Delaware corporation ("Grantor") and VDC Corporation Ltd. ("Lender") pursuant to the Loan Agreement referred to below....Security Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
W I T N E S S E T H : - - - - - - - - - -Asset Purchase Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT 10.24 [LETTERHEAD OF PORTACOM WIRELESS. INC.] EMPLOYMENT AGREEMENT -------------------- FOR: DOUGLAS C. MACLELLAN JANUARY 1, 1997 This Agreement is executed by and between Douglas C. MacLellan ("you", "your" or "yourself") and PortaCom...Employment Agreement • April 7th, 1997 • Portacom Wireless Inc/ • Communications equipment, nec • California
EXHIBIT 10.24 [LETTERHEAD OF PORTACOM WIRELESS. INC.] EMPLOYMENT AGREEMENT -------------------- FOR: DOUGLAS C. MACLELLAN JANUARY 1, 1997 This Agreement is executed by and between Douglas C. MacLellan ("you", "your" or "yourself") and PortaCom...Employment Agreement • March 31st, 1997 • Portacom Wireless Inc/ • Communications equipment, nec • California
EXHIBIT 10.25 [LETTERHEAD OF PORTACOM WIRELESS, INC.] EMPLOYMENT AGREEMENT -------------------- FOR: MICHAEL A. RICHARD JANUARY 1, 1997 This Agreement is executed by and between Michael A. Richard ("you", "your", "yourself") and PortaCom Wireless,...Employment Agreement • April 7th, 1997 • Portacom Wireless Inc/ • Communications equipment, nec • California
BACKGROUND ----------Closing Escrow Agreement • June 23rd, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Pennsylvania
EXHIBIT 10.29 THIS DIRECTOR INCENTIVE OPTION AGREEMENT dated for reference as at the 30th day of December, 1996. BETWEEN: PORTACOM WIRELESS, INC., a company duly incorporated under the laws of the State of Delaware, with an office at #11 - 1155...Director Incentive Option Agreement • April 7th, 1997 • Portacom Wireless Inc/ • Communications equipment, nec • British Columbia
EXHIBIT 10.12 WAIVERWaiver • June 23rd, 1998 • Portacom Wireless Inc/ • Communications equipment, nec
EXHIBIT 10.01 SECOND AMENDMENT TO ACQUISITION AGREEMENT AND PLAN OF REORGANIZATION BETWEEN PORTACOM WIRELESS, INC. AND ASIAN AMERICAN TELECOMMUNICATIONS CORPORATION AND ITS SHAREHOLDERS That certain Acquisition Agreement and Plan of Reorganization...Acquisition Agreement and Plan of Reorganization • November 19th, 1996 • Portacom Wireless Inc/ • Communications equipment, nec
2. Ratification and Acknowledgment. The Debtor, for itself, its ------------------------------- creditors and its estate, hereby ratifies and confirms for the benefit of Lender, its successors and assigns, the full extent of the Pre-Petition...Debtor in Possession Loan Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • Delaware
EXHIBIT 10.26 PortaCom Wireless Kingdom of Cambodia Telecommunications Project October 1996 JOINT VENTURE AGREEMENT ----------------------- For the establishment of a joint enterprise for a CDMA based telecommunication system in THE KINGDOM OF...Joint Venture Agreement • April 7th, 1997 • Portacom Wireless Inc/ • Communications equipment, nec
EXHIBIT 10.24 THIS EMPLOYEE INCENTIVE OPTION AGREEMENT dated for reference as at the 7th day of February, 1997. BETWEEN: PORTACOM WIRELESS, INC., a company duly incorporated under the laws of the State of Delaware, with an office at #11 - 1155...Employee Incentive Option Agreement • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec • British Columbia
EXHIBIT 10.27 VDC Corporation Ltd. P.O. Box HM 1255 44 Church Street Hamilton, Bermuda September 29, 1997 VIA REGULAR MAIL AND Re: Sale of Assets Dear Douglas: The purpose of this correspondence is to set forth the mutual agreements in principle of...Sale of Assets • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec
EXHIBIT 10.33 AGREEMENT RE TRANSFER OF INTEREST IN PORTACOM WIRELESS, INC. IN AMERICAN CAMBODIAN TELECOM, LTD. WHEREAS PortaCom Wireless, Inc., a corporation organized and existing under the laws of the State of Delaware in the United States of...Agreement Re Transfer of Interest • April 15th, 1998 • Portacom Wireless Inc/ • Communications equipment, nec
