TRADEMARK LICENSE AGREEMENT



        THIS TRADEMARK LICENSE AGREEMENT ("Agreement") is made as of

February 19, 2001 ("Effective Date") by and between Nextel Communications, Inc.,

a Delaware corporation, having a place of business at 2001 Edmund Halley Drive,

Reston, Virginia 20191 ("Licensor") and Nextel International, Inc., a Delaware

corporation, having a place of business at 10700 Parkridge Blvd., #600, Reston,

Virginia 20191 ("Licensee").



                                    RECITALS



        A. Licensor, through its subsidiaries, operates an iDEN-based wireless

communications system through or in connection with which it provides wireless

telecommunications goods and services throughout the United States, including

its territories and protectorates (the "United States"), and it is the owner of

certain trademarks, service marks and trade names, including the mark "NEXTEL",

which are used by its subsidiaries and by certain affiliated entities in various

markets throughout the United States in connection with such telecommunications

goods and services;



        B. Licensee is one of the subsidiaries of Licensor and, through its own

subsidiaries and affiliates, operates wireless telecommunications systems

outside the United States and is desirous of obtaining a license to use the

trademarks, service marks and trade names of Licensor with respect to certain

telecommunications goods and/or services as provided herein;



        C. The aforesaid trademarks, service marks and trade names, including

the trademark "NEXTEL", which are identified and set forth in Exhibit A hereto,

are of significant value to Licensor and have an established, outstanding

reputation in connection with telecommunications and other goods and services.



        NOW, THEREFORE in consideration of the mutual promises, conditions and

understandings contained herein, and for other good and valuable consideration,

the





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receipt and sufficiency of which are hereby acknowledged, and intending to

be legally bound hereby, the parties hereto agree as follows:







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                                              AGREEMENT

1.      DEFINITIONS.



        1.1    "Trademarks" means the trademark and service mark "NEXTEL" and

               the other trademarks, service marks, logos and trade names in

               certain countries as set forth in the attached Exhibit A (which

               may be supplemented by written agreement of the parties as new

               marks and names are developed).



        1.2    "Territory" means those markets currently served by Licensee

               (through its subsidiaries and affiliates) and those markets

               intended to be served by Licensee outside the United States, as

               set forth in the attached Exhibit B, and such additional markets

               outside the United States, as the parties may, by written

               agreement, add to Exhibit B as Licensee's subsidiaries and

               affiliates intend to commence or actually commenced providing

               wireless communications goods and service in such additional

               markets.



        1.3    "Licensed Goods" means subscriber units or handsets, used by

               Licensee's subscribers to communicate over the iDEN - based

               wireless communications systems and other wireless communications

               systems that may be utilized by Licensee with Licensor's written

               approval in the Territory, and such other products, items or

               merchandize intended to be used in connection with such

               subscriber units or handsets and all marketing, advertising and

               promotional items and programs as such products, items,

               merchandise, marketing, advertising and promotional items and

               programs may be designated by Licensor in writing from time to

               time and which all goods set forth in this Section 1.3 are sold

               under or bear the licensed Trademarks.



        1.4    "Licensed Services" means digital mobile wireless communications

               services, voice and data, provided by Licensee (through its

               subsidiaries and affiliates) to customers within its Territory

               over the



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               iDEN-based wireless communications systems and other wireless

               communications systems that may be utilized by Licensee with

               Licensor's written approval and such other services intended to

               complement or to be used or provided in connection with such

               digital mobile wireless communications services, as Licensor may

               designate in writing from time to time and which services are

               offered under the licensed Trademarks are within the defined term

               "Licensed Services".



2.      LICENSE GRANT.



        2.1    Subject to the terms and conditions of this Agreement, and to the

               proviso at the end of this sentence, Licensor hereby grants to

               Licensee a non-transferable, exclusive right and license to sell

               Licensed Goods and to offer Licensed Services bearing the

               licensed Trademarks within the Territory during the term of this

               Agreement; provided, that Licensor reserves to itself and its

               other subsidiaries and affiliates the right and license to sell

               Licensed Goods and to offer Licensed Services, bearing the

               licensed Trademarks within the Territory, to the extent such

               activities do not violate the terms of any Agreement in place

               between Licensor and Licensee.



        2.2    Subject to the terms and conditions of this Agreement, Licensor

               grants to Licensee a non-transferable, non-exclusive license to

               use the word "NEXTEL" as part of its corporate name and to grant

               non-exclusive sublicenses for such purpose under this Section 2.2

               to its subsidiaries (entities in which Licensee owns at least

               fifty percent (50%) of all of such entity's issued and

               outstanding stock). With Licensor's prior written consent, which

               may be conditioned on such additional terms or matters as

               Licensor, in its sole and absolute discretion may specify,

               Licensee may grant non-exclusive



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               sublicenses to its affiliates for such purpose under this Section

               2.2. Each such sublicense agreement, whether to a subsidiary or

               an affiliate of Licensee, must (i) not grant to sublicensee any

               rights greater than the rights granted to Licensee under this

               Agreement, (ii) terminate automatically upon any termination of

               this Agreement, and (iii) expressly identify Licensor as a third

               party beneficiary with right and authority to enforce such

               sublicense agreement.



        2.3    The license and rights granted hereby are limited to Licensed

               Goods and Licensed Services as defined herein and are

               specifically limited to the Territory. Licensee shall not place

               the licensed Trademarks on, nor use the licensed Trademarks in

               connection with, goods or merchandise or services of any kind or

               description except Licensed Goods and Licensed Services pursuant

               to the provisions of this Agreement. Licensee acknowledges and

               agrees that Licensor retains and may exercise full right and

               authority to use itself, and to its licensed sublicensees, its

               subsidiaries, affiliates and third parties to use, the licensed

               Trademarks in the Territory (and subject to the proviso in

               Section 2.2 above, on Licensed Goods and Licensed Services).



        2.4    Nothing contained herein shall be construed as an assignment or

               grant to Licensee of any right, title or ownership or proprietary

               interest in or to the licensed Trademarks. Licensor reserves all

               rights relating to the licensed Trademarks, including but not

               limited to the right to use the licensed Trademarks in the

               Territory for any purpose, including but not limited to the sale

               of Licensed Goods and the rendering of Licensed Services in

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