CONFIDENTIAL TREATMENT REQUESTED UNDER
17 C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.24b-2.
[*****] INDICATES OMITTED MATERIAL THAT IS THE
SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST
FILED SEPARATELY WITH THE COMMISSION.
THE OMITTED MATERIAL HAS BEEN FILED
SEPARATELY WITH THE COMMISSION.
INTELLECTUAL PROPERTY AGREEMENT
This INTELLECTUAL PROPERTY AGREEMENT is made, effective as of the 28 th day of November,
2008 (the “ Effective Date ”), by and between Sprint Nextel Corporation, a Kansas corporation (“ Sprint ”),
and Clearwire Communications LLC, a Delaware limited liability company (“ Clearwire ”).
A. Sprint and other entities have entered into a Transaction Agreement and Plan of Merger having an
execution date of May 7, 2008 (“ TAPM ”).
B. Pursuant to the TAPM, Clearwire will be formed and Sprint desires to enter into this agreement with
Clearwire with respect to patents, trademarks, software and proprietary information.
Sprint and Clearwire agree as follows:
Section 1.01 Definitions . Terms used in this agreement with initial capital letters have the meanings set
forth or cross-referenced below.
“ Assigned Patents ” means the Sprint Patents used exclusively in WiMAX or listed in Exhibit A , and
including any and all continuations, continuations-in-part, divisions, reissues, reexaminations and renewals of any
of them, and any foreign counterparts of any of the foregoing and any patents resulting from such inventions or
“ Clearwire Corporation ” means New Clearwire Corporation, a Delaware corporation, which is the parent
company of Clearwire.
“ Clearwire Group ” means, at any given time, Clearwire Corporation and all Persons in which Clearwire
Corporation is the owner, directly or indirectly, of at least 50% of the Person’s Voting Stock.
“ Clearwire Patents ” means the following patents, but only if they are not Assigned Patents: a) pa