Common use of Formation Name Place of Business Clause in Contracts

Formation Name Place of Business. 2.1. Formation of the Company; Certificate of Formation The Member hereby: 2.1.1. approves and ratifies the filing of the Certificate with the Recording Office on July 28, 1998; 2.1.2. confirms and agrees to its status as the sole member of the Company; 2.1.3. executes this Agreement for the purpose of setting forth the terms governing the affairs of the Company and the conduct of its business and establishing the rights and duties of its Members; (i) agrees that if the laws of any jurisdiction in which the Company transacts business so require, the Board of Managers or the appropriate officers or other authorized representatives of the Company shall file, or shall cause to be filed, with the appropriate office in that jurisdiction, any documents necessary for the Company to qualify to transact business under such laws; and (ii) agrees and obligates itself to execute, acknowledge, and cause to be filed for record, in the place or places and manner prescribed by law, any amendments to the Certificate as may be required, either by the Delaware LLC Act, by the laws of any jurisdiction in which the Company transacts business, or by this Agreement, to reflect changes in the information contained therein or otherwise to comply with the requirements of law for the continuation, preservation, and operation of the Company as a limited liability company under the Delaware LLC Act; and 2.1.5. represents and warrants that such Member is duly authorized to execute, deliver, and perform its obligations under this Agreement and that the Person, if any, executing this Agreement on behalf of such Member is duly authorized to do so and that this Agreement is binding on and enforceable against such Member in accordance with its terms.

Formation Name Place of Business. 2.1. 2.1 Formation of the CompanyLLC; Certificate of Formation The Member hereby:Formation 2.1.1. approves approve and ratifies ratify the filing of the Certificate with the Recording Office Secretary of State of the State of Delaware on July 28December 17, 19982004 under the provisions of the Delaware LLC Act; 2.1.2. confirms confirm and agrees agree to its their status as the sole member Members of the CompanyLLC; 2.1.3. executes execute this Agreement for the purpose of setting forth continuing the terms governing the affairs existence of the Company and the conduct of its business LLC and establishing the rights rights, duties, and duties relationship of its the Members; 2.1.4. (i) agrees agree that if the laws of any jurisdiction in which the Company LLC transacts business so require, the Board of Managers or the appropriate officers or other authorized representatives of the Company LLC shall file, or shall cause to be filed, with the appropriate office in that jurisdiction, any documents necessary for the Company LLC to qualify to transact business under such laws; and (ii) agrees agree and obligates itself obligate themselves to execute, acknowledge, and cause to be filed for record, in the place or places and manner prescribed by law, any amendments to the Certificate as may be required, either by the Delaware LLC Act, by the laws of any jurisdiction in which the Company LLC transacts business, or by this Agreement, to reflect changes in the information contained therein or otherwise to comply with the requirements of law for the continuation, preservation, and operation of the Company LLC as a limited liability company under the Delaware LLC Act; and 2.1.5. represents each represent and warrants warrant that such Member is duly authorized to execute, deliver, and perform its obligations under this Agreement and that the Person, if any, executing this Agreement on behalf of such Member is duly authorized to do so and that this Agreement is binding on and enforceable against such Member in accordance with its terms.

Formation Name Place of Business. 2.1. Formation of the CompanyLLC; Certificate of Formation The Member hereby:Formation 2.1.1. approves approve and ratifies ratify the filing of the Certificate with the Recording Office on July 28November 12, 19982004; 2.1.2. confirms approve and agrees ratify the SkyTerra Transfer and the DTV Transfer; 2.1.3. confirm and agree to its HCI’s status as the sole member Class A Member of the CompanyLLC; 2.1.32.1.4. executes execute this Agreement for the purpose of setting forth amending and restating the terms governing First Amended and Restated LLC Agreement (as amended by the affairs First Amendment), continuing the existence of the Company and the conduct of its business LLC and establishing the rights rights, duties, and duties relationship of its the Members; 2.1.5. (i) agrees agree that if the laws of any jurisdiction in which the Company LLC transacts business so require, the Board of Managers or the appropriate officers or other authorized representatives of the Company LLC shall file, or shall cause to be filed, with the appropriate office in that jurisdiction, any documents necessary for the Company LLC to qualify to transact business under such laws; and (ii) agrees agree and obligates itself obligate themselves to execute, acknowledge, and cause to be filed for record, in the place or places and manner prescribed by law, any amendments to the Certificate as may be required, either by the Delaware LLC Act, by the laws of any jurisdiction in which the Company LLC transacts business, or by this Agreement, to reflect changes in the information contained therein or otherwise to comply with the requirements of law for the continuation, preservation, and operation of the Company LLC as a limited liability company under the Delaware LLC Act; and 2.1.52.1.6. represents each severally represent and warrants warrant that such Member is duly authorized to execute, deliver, and perform its obligations under this Agreement and that the Person, if any, executing this Agreement on behalf of such Member is duly authorized to do so and that this Agreement is binding on and enforceable against such Member in accordance with its terms.

Formation Name Place of Business. 2.1. 2.01 Formation of the CompanyLLC; Certificate of Formation The Member Members of the LLC hereby: 2.1.1. approves (a) authorize the formation of the LLC by the Members as a limited liability company pursuant to the Delaware LLC Act, and ratifies further authorize the filing of the Certificate with the Recording Office on July 28, 1998as required under the Delaware LLC Act; 2.1.2. confirms (b) confirm and agrees agree to its their status as the sole member Members of the CompanyLLC; 2.1.3. executes (c) execute this Agreement for the purpose of setting forth confirming the terms governing the affairs existence of the Company and the conduct of its business LLC and establishing the rights rights, duties and duties relationship of its the Members;; and (d) (i) agrees agree that if the laws of any jurisdiction in which the Company LLC transacts business so require, the Board of Managers or the appropriate officers or other authorized representatives of the Company also shall file, or shall cause to be filed, with the appropriate office in that jurisdiction, any documents necessary for the Company LLC to qualify to transact business under such laws; and (ii) agrees and obligates itself agree to execute, acknowledge, and cause to be filed for recordfiled, in the place or places and manner prescribed by law, any amendments to the Certificate as may be required, either by the Delaware LLC Act, by the laws of any jurisdiction in which the Company LLC transacts business, business or by this Agreement, to reflect changes in the information contained therein or otherwise to comply with the requirements of law for the continuation, preservation, and operation of the Company LLC as a limited liability company under the Delaware LLC Act; and. 2.1.52.02 Name of LLC The name under which the LLC shall conduct its business is "Venture Company L.L.C." The business of the LLC may be conducted under any other name permitted by the Delaware LLC Act that is selected by the Board of Managers, in its sole and absolute discretion. represents and warrants that such Member is duly authorized to The Board of Managers promptly shall execute, deliverfile, and perform its obligations under this Agreement and that record any assumed or fictitious name certificates required by the Person, if any, executing this Agreement on behalf laws of such Member is duly authorized to do so and that this Agreement is binding on and enforceable against such Member the State of Delaware or any state in accordance with its termswhich the LLC conducts business.

Formation Name Place of Business. 2.1. Formation of the CompanyLLC; Certificate of Formation The Member Members of the LLC hereby: 2.1.1. approves approve and ratifies ratify the filing of the Certificate with the Recording Office on July 28November 12, 19982004; 2.1.2. confirms confirm and agrees agree to its their status as the sole member Members of the CompanyLLC; 2.1.3. executes execute this Agreement for the purpose of setting forth amending and restating the terms governing Prior LLC Agreement, continuing the affairs existence of the Company and the conduct of its business LLC and establishing the rights rights, duties, and duties relationship of its the Members; (i) agrees agree that if the laws of any jurisdiction in which the Company LLC transacts business so require, the Board of Managers Managing Member or the appropriate officers or other authorized representatives of the Company LLC shall file, or shall cause to be filed, with the appropriate office in that jurisdiction, any documents necessary for the Company LLC to qualify to transact business under such laws; and (ii) agrees agree and obligates itself obligate themselves to execute, acknowledge, and cause to be filed for record, in the place or places and manner prescribed by law, any amendments to the Certificate as may be required, either by the Delaware LLC Act, by the laws of any jurisdiction in which the Company LLC transacts business, or by this Agreement, to reflect changes in the information contained therein or otherwise to comply with the requirements of law for the continuation, preservation, and operation of the Company LLC as a limited liability company under the Delaware LLC Act; and 2.1.5. represents each severally represent and warrants warrant that such Member is duly authorized to execute, deliver, and perform its obligations under this Agreement and that the Person, if any, executing this Agreement on behalf of such Member is duly authorized to do so and that this Agreement is binding on and enforceable against such Member in accordance with its terms. 2.2. Name of LLC The name under which the LLC shall conduct its business is "Xxxxxx Network Systems, LLC". The business of the LLC may be conducted under any other name permitted by the Delaware LLC Act that is deemed necessary or desirable by the Managing Member, in its sole and absolute discretion. The Managing Member or the appropriate officers or other authorized representatives of the LLC promptly shall execute, file, and record, or cause to be executed, filed and recorded, any assumed or fictitious name certificates required by the laws of the State of Delaware or any state in which the LLC conducts business.