PATENT ASSIGNMENT
WHEREAS, simultaneously with the execution and delivery of this Patent
Assignment (this "Assignment"), LeeMAH Datacom Security Corporation, a
California corporation (the "Assignor") and wholly-owned subsidiary of LeeMAH
Corporation, a California corporation (the "Parent") is selling certain of its
assets and properties pursuant to an Asset Purchase Agreement (the "Asset
Purchase Agreement"), dated February 25, 1999, by and among MicroFrame, Inc., a
New Jersey corporation (the "Assignee"), the Assignor and the Parent.
WHEREAS, Assignee is desirous of acquiring all right, title and
interest of Assignor in and to the patents and patent applications registered or
pending in the United States Patent and Trademark Office, and the other grants
of protection of proprietary rights (inside or outside the United States), that
are identified on Exhibit A annexed hereto (the "Patents").
NOW THEREFORE, for the consideration set forth in the Asset Purchase
Agreement, the receipt and sufficiency of which is hereby acknowledged by the
Assignor, the Assignor hereby conveys, assigns and delivers unto the Assignee
all of its right, title and interest in and to the Patents.
This Assignment is subject to the restrictions and conditions contained
in the Asset Purchase Agreement. The Assignor expressly agrees to execute and
deliver at the request of the Assignee, all papers, instruments, and other
documents and to perform any other acts the Assignee may reasonably require in
order to vest all right, title and interest in and to the Patents in the
Assignee and/or to provide evidence to support any of the foregoing in the event
such evidence is deemed necessary by the Assignee.
Assignor hereby authorizes and requests the Commissioner for Patents
and Trademarks of the United States, and all officials of countries or regions
foreign to the United States having authority so to do, to issue all such
Letters Patent or other grants of protection upon said inventions to the
Assignee or to such nominees as it may designate.
Assignor authorizes and empowers said Assignee or nominees to invoke
and claim for any application for such Letters Patent or other grants of
protection for said inventions filed by Assignee or its nominee, the benefit of
the right of priority provided by the International Convention for the
Protection of Industrial Property, as amended, or by a convention which may
henceforth be substituted for it, and to invoke and claim such rights of
priority without further written or oral authorization from Assignor.
Assignor hereby consents that a copy of this assignment shall be deemed
a full and formal equivalent of any assignment, consent to file or like document
which may be required in any
country or region for any purpose and more particularly in proof of the rights
of the said Assignee or nominees to claim the aforesaid benefit of the rights of
priority provided by the International Convention for the Protection of
Industrial Property, as amended, or by any convention which may henceforth be
substituted for it.
IN WITNESS WHEREOF, the Assignor has executed this Assignment on
February 25, 1999.
LeeMAH Datacom Security Corporation
By: /s/ Warrant Gee
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Name: Warrant Gee
Title: Chief Financial Officer
STATE OF )
) SS:
COUNTY OF )
On the day of _____________ in the year 1999 before me, the
undersigned, a Notary Public in and for said State, personally appeared
______________, personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the
within instrument and acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual, or the
person upon behalf of which the individual acted, executed the instrument.
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Notary Public