EX-10.1
from 10-Q
120 pages
Pursuant to 17 Cfr 240.24b-2, Confidential Information Has Been Omitted in Placed Marked “[***]” and Has Been Field Separately With the Securities and Exchange Commission Pursuant to a Confidential Treatment Request. Contract Between Hughes Network Systems, LLC and Space Systems/Loral, Inc. for the Hughes Jupiter Satellite Program June 8, 2009 the Attached Contract and Information Contained Therein Are Confidential and Proprietary to Space Systems/Loral, Inc. and Hughes Network Systems, LLC and Shall Not Be Published or Disclosed to Any Third Party Except as Permitted by the Terms and Conditions of This Contract. Use or Disclosure of the Data Contained on This Sheet Is Subject to the Restriction on the Title Page
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EX-10.7
from 10-Q
2 pages
Amendment No. 1 Dated as of March 23, 2007 (This “Amendment”) to the Employment Agreement Dated as of April 23, 2005 (The “Original Agreement”), Among Hughes Network Systems, LLC, a Delaware Limited Liability Company (As Assumed by Hughes Communications, Inc., a Delaware Corporation (The “Company”)), and Adrian Morris (The “Executive”). by Executing and Delivering This Amendment, the Undersigned Hereby Agree as Set Forth Below. Section 1 Defined Terms. Capitalized Terms Used but Not Defined Herein Shall Have the Respective Meanings Ascribed to Them in the Original Agreement. Section 2 Amendments. (A) Section 2.1(f) (B) of the Original Agreement Is Hereby Amended by Deleting the Existing Definition of “Investors” and Replacing It With the Following: “Investors”. the “Investors” Means Hughes Communications, Inc., a Delaware Corporation, and Its Successors and Assigns (Other Than Assigns From a Change in Control). (B) All References to “Managing Member” in the Original Agreement Are Hereby Replaced With “Board” Section 3 No Other Amendments or Waivers
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EX-10.6
from 10-Q
2 pages
Amendment No. 1 Dated as of March 23, 2007 (This “Amendment”) to the Employment Agreement Dated as of April 23, 2005 (The “Original Agreement”), Among Hughes Network Systems, LLC, a Delaware Limited Liability Company (As Assumed by Hughes Communications, Inc., a Delaware Corporation (The “Company”)), and Bahram Pourmand (The “Executive”). by Executing and Delivering This Amendment, the Undersigned Hereby Agree as Set Forth Below. Section 1 Defined Terms. Capitalized Terms Used but Not Defined Herein Shall Have the Respective Meanings Ascribed to Them in the Original Agreement. Section 2 Amendments. (A) Section 2.1(f) (B) of the Original Agreement Is Hereby Amended by Deleting the Existing Definition of “Investors” and Replacing It With the Following: “Investors”. the “Investors” Means Hughes Communications, Inc., a Delaware Corporation, and Its Successors and Assigns (Other Than Assigns From a Change in Control). (B) All References to “Managing Member” in the Original Agreement Are Hereby Replaced With “Board” Section 3 No Other Amendments or Waivers
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EX-10.5
from 10-Q
2 pages
Amendment No. 1 Dated as of March 23, 2007 (This “Amendment”) to the Employment Agreement Dated as of April 23, 2005 (The “Original Agreement”), Among Hughes Network Systems, LLC, a Delaware Limited Liability Company (As Assumed by Hughes Communications, Inc., a Delaware Corporation (The “Company”)), and T. Paul Gaske (The “Executive”). by Executing and Delivering This Amendment, the Undersigned Hereby Agree as Set Forth Below. Section 1 Defined Terms. Capitalized Terms Used but Not Defined Herein Shall Have the Respective Meanings Ascribed to Them in the Original Agreement. Section 2 Amendments. (A) Section 2.1(f) (B) of the Original Agreement Is Hereby Amended by Deleting the Existing Definition of “Investors” and Replacing It With the Following: “Investors”. the “Investors” Means Hughes Communications, Inc., a Delaware Corporation, and Its Successors and Assigns (Other Than Assigns From a Change in Control). (B) All References to “Managing Member” in the Original Agreement Are Hereby Replaced With “Board” Section 3 No Other Amendments or Waivers
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EX-10.4
from 10-Q
2 pages
Amendment No. 1 Dated as of March 23, 2007 (This “Amendment”) to the Employment Agreement Dated as of April 23, 2005 (The “Original Agreement”), Among Hughes Network Systems, LLC, a Delaware Limited Liability Company (As Assumed by Hughes Communications, Inc., a Delaware Corporation (The “Company”)), and Pradman P. Kaul (The “Executive”). by Executing and Delivering This Amendment, the Undersigned Hereby Agree as Set Forth Below. Section 1 Defined Terms. Capitalized Terms Used but Not Defined Herein Shall Have the Respective Meanings Ascribed to Them in the Original Agreement. Section 2 Amendments. (A) Section 2.1(f) (B) of the Original Agreement Is Hereby Amended by Deleting the Existing Definition of “Investors” and Replacing It With the Following: “Investors”. the “Investors” Means Hughes Communications, Inc., a Delaware Corporation, and Its Successors and Assigns (Other Than Assigns From a Change in Control). (B) All References to “Managing Member” in the Original Agreement Are Hereby Replaced With “Board” Section 3 No Other Amendments or Waivers
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EX-10.3
from 10-Q
2 pages
Amendment to Management and Advisory Services Agreement This Amendment to Management and Advisory Service Agreement Is Made This 15th Day of March, 2007 (This “Agreement”), Between Hughes Communications, Inc., a Delaware Corporation (The “Advisor”); and Hughes Network Systems, LLC, a Delaware Limited Liability Company (“Hns”). Whereas, the Parties Have Entered Into a Management and Advisory Service Agreement Dated March 27, 2006; and Whereas, Pursuant to Section 8(e) of the Agreement, the Parties Desire to Amend the Agreement. Now, Therefore, in Consideration of the Premises and the Mutual Covenants and Agreements Contained in This Amendment, the Parties Hereto Hereby Agree as Follows: Section 1. Definitions. Capitalized Terms Used Herein and Not Defined Herein Shall Have the Meaning Ascribed to Such Terms in the Agreement. Section 2. Amendments. 2.1 Fees. Section 3 of the Management Services Agreement Is Hereby Terminated, With Effect From January 1, 2007. Section 3. Miscellaneous. 3.1 Ratification of Management Services Agreement. as Modified Hereby, the Management Services Agreement and Its Terms and Provisions Are Hereby Ratified and Confirmed for All Purposes and in All Respects
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EX-10.2
from 10-Q
13 pages
Now, Therefore, in Consideration of the Mutual Benefits to Be Derived and the Representations and Warranties, Conditions and Covenants Contained Herein, and Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Set Forth Below. Section 1. Definitions. Capitalized Terms Used Herein and Not Otherwise Defined Shall Have the Meanings Set Forth Below. “Affiliate” Means, With Respect to Any Person, Any Other Person That Directly, or Indirectly Through One or More Intermediaries, Controls, or Is Controlled By, or Is Under Common Control With, Such Person and/or One or More Affiliates Thereof. “Board” Means the Board of Managers of the Company. Any Calculation, Determination, Election or Decision of the Board Hereunder Shall Be Made by the Board Excluding the Purchaser if the Purchaser Is a Member of the Board at Such Time. “Business Day” Means Any Day Except a Saturday, a Sunday or Any Other Day on Which Commercial Banks Are Not Required to Be Open in New York, New York. “Compensation Committee” Means the Compensation Committee of the Board
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EX-10.1
from 8-K
4 pages
Management and Advisory Services Agreement Dated as of March 27, 2006 (This “Agreement”), Between Hughes Communications, Inc., a Delaware Corporation (The “Advisor”); and Hughes Network Systems, LLC, a Delaware Limited Liability Company (“Hns”). Whereas, Advisor Is Currently a Member of Hns Holding Class a Units of Hns Pursuant to the Terms of the Second Amended and Restated Limited Liability Company Agreement of Hughes Network Systems, LLC Dated February 28, 2006; and Whereas, Hns Desires That Advisor Provide Hns With Certain Services in Support of Hns and Advisor Desires to Provide Such Services in Accordance With the Terms Set Forth Herein. It Is Hereby Agreed: 1. Appointment. Hns Hereby Appoints Advisor to Render the Advisory and Consulting Services Described in Section 2 Hereof During the Term of This Agreement
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EX-10.1
from 8-K
42 pages
The Limited Liability Company Interests Evidenced by This Agreement Have Not Been Registered Under the Securities Act of 1933, as Amended (The “Act”), or Under Applicable State Securities Laws (The “State Acts”), and May Be Offered or Sold by a Purchaser of the Limited Liability Company Interests Only (1) Upon Registration of the Limited Liability Company Interests Under the Act and the State Acts or Pursuant to an Exemption Therefrom, and (2) After Compliance With All Restrictions on Transfer of Limited Liability Company Interests Imposed by This Agreement, Including (Without Limitation) the Provisions of Section 9. * * * * * Second Amended and Restated Limited Liability Company Agreement of Hughes Network Systems, LLC
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