TRADEMARK
      SECURITY AGREEMENT

     

    This
      TRADEMARK SECURITY AGREEMENT (this "Trademark
      Security Agreement")
      is
      made this 29th day of December, 2006, between OBLIO
      TELECOM, INC.,
      a
      Delaware corporation
      (the
      "Assignor"), in favor of GREYSTONE BUSINESS CREDIT II LLC, a Delaware limited
      liability company (the "Lender").

     

    WITNESSETH:

    


    WHEREAS,
      pursuant to that certain Loan and Security Agreement of even date herewith
      (as
      amended, restated, supplemented or otherwise modified from time to time, the
      "Loan
      and Security Agreement")
      among
      Assignor, Titan
      Global Holdings, Inc.,
      a
      Utah
      corporation, Titan PCB West, Inc.,
      a
      Delaware corporation, Titan PCB East, Inc.,
      a
      Delaware corporation, Titan Wireless Communications, Inc.,
      a
      Delaware corporation, Start Talk Inc.,
      a
      Delaware corporation, and Pinless, Inc.,
      a
      Texas
      corporation
      (each
      individually a "Borrower",
      and,
      collectively, "Borrowers")
      and
      Lender, Lender is willing to make certain financial accommodations available
      to
      the Borrowers pursuant to the terms and conditions thereof; and

     

    WHEREAS,
      pursuant to Section 3.3 of Loan and Security Agreement, each Borrower is
      required to execute and deliver to Lender this Trademark Security
      Agreement;

     

    NOW,
      THEREFORE, in consideration of the premises and mutual covenants herein
      contained and for other good and valuable consideration, the receipt and
      sufficiency of which are hereby acknowledged, Assignor hereby agrees as
      follows:

     

    1. DEFINED
      TERMS.
      All
      capitalized terms used but not otherwise defined herein have the meanings given
      to them in the Loan and Security Agreement.

     

    2. GRANT
      OF SECURITY INTEREST IN TRADEMARK COLLATERAL.
      To
      secure the full payment and performance of all of the Obligations, Assignor
      hereby grants to Lender a continuing first priority security interest in all
      of
      such Assignor's right, title and interest in, to and under the following,
      whether presently existing or hereafter created or acquired (collectively,
      the
      "Trademark
      Collateral"):

     

    (a) (i)
      all
      of its trademarks, trade names, registered trademarks, trademark applications,
      service marks, registered service marks and service mark applications,
      throughout the world and (A) all renewals thereof, (B) all income, royalties,
      damages and payments now and hereafter due and/or payable under and with respect
      thereto, including, without limitation, payments under all licenses entered
      into
      in connection therewith and damages and payments for past or future
      infringements or dilutions thereof, (C) the right to sue for past, present
      and
      future infringements and dilutions thereof, (D) the goodwill of Assignor's
      business symbolized by the foregoing and connected therewith, and (E) all of
      Assignor's rights corresponding thereto (the "Trademarks"),
      including, without limitation, those Trademarks filed with the United States
      Patent and Trademark Office, as set forth on Schedule
      A
      hereto, and
      (ii)
      any rights under or interest in any Trademark, and the right to use the
      foregoing in connection with the enforcement of Lender's rights under the Loan
      Documents, including, without limitation, the right to prepare for sale and
      sell
      any and all Inventory and Equipment now or hereafter owned by Assignor and
      now
      or hereafter covered by such licenses (the "Trademark
      Licenses") to
      which
      it is a party, including those referred to on Schedule
      A
      hereto;

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    (b) all
      reissues, continuations or extensions of the foregoing; 

     

    (c) all
      goodwill of the business connected with the use of, and symbolized by, each
      Trademark and each Trademark licensed under any Trademark License;
      and

     

    (d) all
      products and proceeds of the foregoing, including, without limitation, any
      claim
      by Assignor against third parties for past, present or future
      (i) infringement or dilution of any Trademark or any Trademark licensed
      under any Trademark License or (ii) injury to the goodwill associated with
      any
      Trademark or any Trademark licensed under any Trademark License.

     

    3. SECURITY
      AGREEMENT.
      The
      security interests granted pursuant to this Trademark Security Agreement are
      granted in conjunction with the security interests granted to Lender pursuant
      to
      the Loan and Security Agreement. Assignor hereby acknowledges and affirms that
      the rights and remedies of Lender with respect to the security interest in
      the
      Trademark Collateral made and granted hereby are more fully set forth in the
      Loan and Security Agreement, the terms and provisions of which are incorporated
      by reference herein as if fully set forth herein.

     

    4. AUTHORIZATION
      TO SUPPLEMENT.
      If
      Assignor shall obtain rights to any new trademarks, the provisions of this
      Trademark Security Agreement shall automatically apply thereto. Assignor shall
      give prompt notice in writing to Lender with respect to any such new trademarks
      or renewal or extension of any trademark registration. Without limiting
      Assignor's obligations under this Section
      4,
      Assignor hereby authorizes Lender unilaterally to modify this Trademark Security
      Agreement by amending Schedule
      A
      to
      include any such new trademark rights of Assignor. Notwithstanding the
      foregoing, no failure to so modify this Agreement or amend Schedule
      A
      shall in
      any way affect, invalidate or detract from Lender's continuing security interest
      in all Collateral, whether or not listed on Schedule
      A.
      

     

    5. COUNTERPARTS.
      This
      Trademark Security Agreement may be executed in any number of counterparts,
      each
      of which shall be deemed to be an original, but all such separate counterparts
      shall together constitute but one and the same instrument. In proving this
      Trademark Security Agreement or any other Loan Document in any judicial
      proceedings, it shall not be necessary to produce or account for more than
      one
      such counterpart signed by the party against whom such enforcement is sought.
      Any signatures delivered by a party by facsimile transmission or by e-mail
      transmission shall be deemed an original signature hereto.

     

    [Signature
      Page Follows]

     

    
      
        
        

      

      
        -2-

        
          

        

      

      
        
        


    

     

    IN
      WITNESS WHEREOF, Assignor has caused this Trademark Security Agreement to be
      executed and delivered by its duly authorized officer as of the date first
      set
      forth above.

     

    
      	 	 	 
	 	
              OBLIO
                TELECOM, INC.,

            
	 	
              as
                Assignor

            
	 
 	 
 	 
 
	
            	By:  	
              /s/
                KURT JENSEN

            
	 	
              
                

              

              Name:
                Kurt Jensen

            
	 	
              Title:
                CEO

            


    

     

    
      	 	 	 
	 	
              ACCEPTED
                AND ACKNOWLEDGED BY:

            
	 	 
	 	
              GREYSTONE
                BUSINESS CREDIT II LLC,

            
	 	
              as
                Lender

            
	 	 
	 
 	 
 	 
 
	
            	By:  	
              /s/
                DREW NIEDORF

            
	 	
              

            


    

     

    
      Signature
        Page to Trademark Security Agreement (Oblio)

    

    
      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

     

    SCHEDULE
      A

    to

    TRADEMARK
      SECURITY AGREEMENT

    


    Trademark
      Registrations/Applications

     

    
      
        	
                Grantor

              	 	
                Country

              	 	
                Mark

              	 	
                Application/
                  Registration No.

              	 	
                App/Reg
                  Date

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                TCC

              	 	
                2,254,375

              	 	
                6-15-99

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Telerumba

              	 	
                2,360,748

              	 	
                6-20-00

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Picante

              	 	
                2,604,355

              	 	
                8-6-02

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Ida
                  & Vuelta

              	 	
                2,634,845

              	 	
                10-15-02

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Oblio
                  Telecom

              	 	
                2,710,727

              	 	
                4-29-03

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Yada
                  Yada Yada

              	 	
                2,728,573

              	 	
                6-24-03

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                E-Z
                  Cell

              	 	
                2,768,827

              	 	
                9-30-03

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Smart
                  Asia

              	 	
                2,797,180

              	 	
                12-13-03

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Real
                  Time

              	 	
                2,804,414

              	 	
                1-13-04

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                My
                  Pinless

              	 	
                2,901,387

              	 	
                11-9-04

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                24/7

              	 	
                78/434521

              	 	
                6-14-04

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Picante

              	 	
                78/461006

              	 	
                8-3-04

              
	
                Oblio
                  Trademark

              	 	
                U.S.A.

              	 	
                Picosa

              	 	
                78/873165

              	 	
                 

              
	
                Oblio
                  Trademark

              	 	
                USA

              	 	
                Solo

              	 	
                3133130

              	 	
                 

              
	
                Oblio
                  LLP Trademark

              	 	
                USA

              	 	
                Bravo!

              	 	
                2802973

              	 	 


      

       

    

    
      
        
        

      

      
        Schedule
          A

        
          

        

      

      
        
        

      

    

     

    Trade
      Names

     

    N/A

    Common
      Law Trademarks

     

    N/A

    Trademarks
      Not Currently In Use

     

    N/A

    Trademark
      Licenses

     

    N/A

     

    
      
        
        

      

      
        -5-