3. Amendment to Subsection 7.1(a) of the Credit Agreement. Subsection 7.1(a) of the Credit Agreement is hereby amended by amending and restating in its entirety the grid for the Consolidated Leverage Ratio contained in such subsection to read as follows:Credit Agreement • April 27th, 2000 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
AS ISSUER, ANDSupplemental Indenture • June 30th, 2003 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
RECITALSSupport Agreement • July 17th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
BY AND AMONGRestructuring Agreement • July 17th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
SATÉLITES MEXICANOS, S.A. DE C.V. $325,000,000 of 9.50% Senior Secured Notes due 2017 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 10th, 2011 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
Satmex Escrow, S.A. de C.V. (“Escrow Issuer”), a newly-formed sociedad anónima de capital variable organized under the laws of the United Mexican States (“Mexico”) and a wholly-owned subsidiary of Satélites Mexicanos, S.A. de C.V. (“Satmex”), a sociedad anónima de capital variable organized under the laws of Mexico is issuing and selling to Jefferies & Company, Inc. (the “Initial Purchaser”), upon the terms set forth in the Purchase Agreement dated May 2, 2011, by and among the Escrow Issuer, Satmex, the Initial Purchaser and the subsidiary guarantors named therein (the “Purchase Agreement”), $325,000,000 aggregate principal amount of 9.50% Senior Secured Notes due 2017 issued by Escrow Issuer (each, a “Note” and collectively, the “Notes”). For purposes of this Agreement, prior to the Assumption (as defined in the Indenture), the term “Company” refers to the Escrow Issuer. After the consummation of the Assumption, the term “Company” refers to Satmex. As an inducement to the Initial Pur
EXCHANGE AGENT AND DEPOSITARY AGREEMENTExchange Agent and Depositary Agreement • July 2nd, 2012 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • Delaware
This Exchange Agent & Depositary Agreement (this “Agreement”) is entered into as of this ___th day of _________, 2012 by and between Satélites Mexicanos, S.A. de C.V., a sociedad anónima de capital variable corporation (the “Company”), and Wilmington Trust, National Association, as successor by merger to Wilmington Trust FSB, a national banking association having its corporate trust offices in Minneapolis, Minnesota (hereinafter referred to from time to time as “Wilmington Trust”).
FLOATING LIEN PLEDGE AGREEMENTFloating Lien Pledge Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS FLOATING LIEN PLEDGE AGREEMENT (HEREINAFTER REFERRED TO AS THE “AGREEMENT”) IS ENTERED INTO EFFECTIVE AS OF THE 30th DAY OF NOVEMBER 2006, BY AND BETWEEN SMVS-ADMINISTRACION, S. DE R.L. DE C.V, REPRESENTED HEREIN BY MR. SERGIO MIGUEL ANGEL AUTREY MAZA (HEREINAFTER REFERRED TO AS THE “PLEDGOR”), AND WELLS FARGO BANK, N.A., AS SECOND COLLATERAL TRUSTEE, FOR ITSELF AND FOR THE BENEFIT OF THE SECOND PRIORITY HOLDERS (AS DEFINED BELOW), REPRESENTED HEREIN BY MR. ARTURO PEREZ PEÑA, (TOGETHER WITH ITS SUCCESSORS AND ASSIGNEES AND THE SECOND PRIORITY HOLDERS HEREINAFTER REFERRED TO AS THE “PLEDGEE”) (CAPITALIZED TERMS USED AND NOT DEFINED HEREIN SHALL HAVE THE MEANINGS ASCRIBE TO SUCH TERMS DEFINED IN THE SECOND PRIORITY INDENTURE (AS DEFINED BELOW) OR THE SECOND PRIORITY COLLATERAL TRUST AGREEMENT (AS DEFINED BELOW), AS APPLICABLE.
FOIA CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN INFORMATION IN THIS AGREEMENT. THIS INFORMATION HAS BEEN REDACTED AND DENOTED BY ASTERISKS [***]. NINETEENTH AMENDMENT TO AGREEMENT 319-IAgreement • July 25th, 2012 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS NINETEENTH AMENDMENT TO AGREEMENT NUMBER 319-I IS ENTERED BY AND BETWEEN HUGHES NETWORK SYSTEMS, LLC, A LIMITED LIABILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE WHICH SHALL HEREINAFTER BE REFERED AS THE “CLIENT”, SUCCESSOR IN INTEREST TO HUGHES NETWORK SYSTEMS, A DIVISION OF HUGHES ELECTRONICS CORPORATION, AND AS THE OTHER PARTY SATELITES MEXICANOS, S.A. DE C.V., WHICH SHALL HEREINAFTER BE REFERED AS “SATMEX”, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF MEXICO (TOGETHER REFERRED AS THE “PARTIES”) PURSUANT TO THE FOLLOWING:
REGISTRATION RIGHTS AGREEMENT Dated as of November 30, 2006 By SATÉLITES MEXICANOS, S.A. de C.V. for the benefit of CERTAIN HOLDERS OF BENEFICIAL INTERESTS IN THE IRREVOCABLE ADMINISTRATIVE TRUST AGREEMENT NO. F/0 589, DATED NOVEMBER 28, 2006Registration Rights Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
This Registration Rights Agreement (this “Agreement”) is dated as of November 30, 2006, by SATÉLITES MEXICANOS, S.A. de C.V., a corporation (sociedad anónima) duly organized and existing under the laws of the United Mexican States (the “Company”), for the benefit of each of the Holders of the Registrable Securities (as such terms are defined below).
GUARANTEESatelites Mexicanos Sa De Cv • June 10th, 2011 • Radiotelephone communications
For value received, each Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture dated as of May 5, 2011 (the “Indenture”) between Satmex Escrow, S.A. de C.V., (the “Company”) and Wilmington Trust FSB as trustee (the “Trustee”), (a) the due and punctual payment of the principal of, premium on, if any, interest and Special Interest, if any, on, the Notes, whether at maturity, by acceleration, redemption or otherwise, the due and punctual payment of interest on overdue principal of, premium on, if any, interest and Special Interest, if any, on, the Notes, if any, if lawful, and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee all in accordance with the terms of the Indenture and (b) in case of any extension of time of payment or renewal of any Notes or any of such other obliga
PLEDGE AGREEMENTPledge Agreement • June 29th, 2009 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
PLEDGE AGREEMENT, dated as of May 21, 2009 (as amended from time to time, the “Agreement”), by and between Satélites Mexicanos, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (the “Pledgor”), in favor of HSBC Bank USA, National Association, as the collateral trustee (in such capacity, together with its successors in such capacity, the “Collateral Trustee”) for the First Priority Holders under that certain First Priority Collateral Trust Agreement dated as of November 30, 2006 (the “FPCTA”) among the Pledgor, each of the First Priority Guarantors named therein, HSBC Bank USA, National Association, as indenture trustee (in such capacity, together with its successors in such capacity, the “Indenture Trustee”), and the Collateral Trustee.
EQUITY INTEREST PLEDGE AGREEMENTEquity Interest Pledge Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS EQUITY INTEREST PLEDGE AGREEMENT (HEREINAFTER REFERRED TO AS THE “AGREEMENT”) IS ENTERED INTO EFFECTIVE AS OF THE 30th DAY OF NOVEMBER, 2006 BY AND BETWEEN SATÉLITES MEXICANOS, S.A. DE C.V., REPRESENTED HEREIN BY MR. MIGUEL ANGEL AUTREY MAZA (HEREINAFTER REFERRED TO AS THE “PLEDGOR”), AND HSBC BANK USA, NATIONAL ASSOCIATION, AS FIRST PRIORITY COLLATERAL TRUSTEE AND FOR THE BENEFIT OF THE FIRST PRIORITY HOLDERS PURSUANT TO THE COLLATERAL TRUST AGREEMENT, REPRESENTED HEREIN BY MR. GUSTAVO WALTHER VOMEND ALVAREZ, (TOGETHER WITH ITS SUCCESSORS AND ASSIGNEES HEREINAFTER REFERRED TO AS THE “PLEDGEE”) AND SMVS-SERVICIOS TECNICOS, S. DE R.L. DE C.V., REPRESENTED HEREIN BY MR. SERGIO MIGUEL ANGEL AUTREY MAZA, (HEREINAFTER REFERRED TO AS THE “COMPANY”) (CAPITALIZED TERMS USED AND NOT DEFINED HEREIN SHALL HAVE THE MEANINGS ASCRIBE TO SUCH TERMS DEFINED IN THE INDENTURE (AS DEFINED BELOW) OR THE COLLATERAL TRUST AGREEMENT (AS DEFINED BELOW), AS APPLICABLE.
FIRST PRIORITY COLLATERAL TRUST AGREEMENTFirst Priority Collateral Trust Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
COLLATERAL TRUST AGREEMENT, dated as of November 30, 2006, among SATÉLITES MEXICANOS, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (“Satmex” or the “Company”), each of the First Priority Guarantors (defined below), HSBC Bank USA, National Association, as Collateral Trustee hereunder (in such capacity, together with any successor appointed hereunder, the “Collateral Trustee”) and, HSBC Bank USA, National Association, as Indenture Trustee under the First Priority Indenture described herein (in such capacity, together with any successor appointed thereunder, the “Indenture Trustee”).
EQUITY INTEREST PLEDGE AGREEMENTEquity Interest Pledge Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS EQUITY INTEREST PLEDGE AGREEMENT (HEREINAFTER REFERRED TO AS THE “AGREEMENT”) IS ENTERED INTO EFFECTIVE AS OF THE 30 DAY OF NOVEMBER, 2006 BY AND BETWEEN SATÉLITES MEXICANOS, S.A. DE C.V., REPRESENTED HEREIN BY MR. SERGIO MIGUEL ANGEL AUTREY MAZA (HEREINAFTER REFERRED TO AS THE “PLEDGOR”), AND WELLS FARGO BANK, N.A., AS SECOND PRIORITY COLLATERAL TRUSTEE AND FOR THE BENEFIT OF THE SECOND PRIORITY HOLDERS PURSUANT TO THE SECOND COLLATERAL TRUST AGREEMENT, REPRESENTED HEREIN BY MR. ARTURO PEREZ PEÑA (TOGETHER WITH ITS SUCCESSORS AND ASSIGNEES HEREINAFTER REFERRED TO AS THE “PLEDGEE”) AND SMVS-ADMINISTRACIÓN, S. DE R.L. DE C.V., REPRESENTED HEREIN BY MR. SERGIO MIGUEL ANGEL AUTREY MAZA (HEREINAFTER REFERRED TO AS THE “COMPANY”) (CAPITALIZED TERMS USED AND NOT DEFINED HEREIN SHALL HAVE THE MEANINGS ASCRIBE TO SUCH TERMS DEFINED IN THE SECOND PRIORITY INDENTURE (AS DEFINED BELOW) OR THE SECOND COLLATERAL TRUST AGREEMENT (AS DEFINED BELOW), AS APPLICABLE.
FOIA CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN INFORMATION IN THIS AGREEMENT. THIS INFORMATION HAS BEEN REDACTED AND DENOTED BY ASTERISKS [***]. COPIES OF THE EXHIBIT CONTAINING THE REDACTED PORTIONS HAVE BEEN FILED SEPARATELY...Confidential Treatment • November 22nd, 2010 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
This Contract is entered into effective as of April 1st, 2010 (the “Effective Date of Contract” or “EDC”), by and between Satélites Mexicanos, S.A. de C.V., a corporation organized and existing under the laws of Mexico, having an office and place of business at Avenida Paseo de la Reforma 222, 20th Floor, Col. Juárez, Delegación Cuauhtémoc CP 06600, México, D.F. (hereinafter referred to as “Purchaser”), and Space Systems/Loral, Inc., a corporation organized and existing under the laws of the state of Delaware, having an office and place of business at 3825 Fabian Way, Palo Alto, CA 94303-4604 (hereinafter referred to as “Contractor”, and Purchaser and Contractor are hereinafter referred to collectively as the “Parties” or individually as a “Party”), regarding the SATMEX 8 Satellite program.
INTERCREDITOR AGREEMENT dated as of November 30, 2006 By and Among SATÉLITES MEXICANOS, S.A. DE C.V. as the Company HSBC BANK USA, National Association as the First Priority Collateral Trustee and as the First Priority Indenture Trustee AND WELLS...Intercreditor Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
This INTERCREDITOR AGREEMENT (“AGREEMENT”), is dated as of November 30, 2006, and entered into by and among SATÉLITES MEXICANOS, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (the “COMPANY”), HSBC BANK USA, National Association, a national banking association duly incorporated and existing under the laws of the United States) (“HSBC”), in its capacity as Collateral Trustee for the First Priority Obligations (as defined below), including its successors and assigns in such capacity from time to time (the “FIRST PRIORITY COLLATERAL TRUSTEE”), WELLS FARGO BANK, National Association, a national banking association duly incorporated and existing under the laws of the United States (“WELLS FARGO”), in its capacity as Collateral Trustee for the Second Priority Obligations (as defined below), including its successors and assigns in such capacity from time to time (the “SECOND PRIORITY COLLATERAL TRUSTEE”), HSBC, in its c
PLEDGE AGREEMENTPledge Agreement • June 29th, 2009 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
PLEDGE AGREEMENT, dated as of January 20, 2009 (as amended from time to time, the “Agreement”), by and between Satélites Mexicanos, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (the “Pledgor”), in favor of Wells Fargo Bank, National Association, as the collateral trustee (in such capacity, together with its successors in such capacity, the “Second Priority Collateral Trustee”) for the Second Priority Holders under that certain Second Priority Collateral Trust Agreement dated as of November 30, 2006 (“SPCTA”) among the Pledgor, each of the Second Priority Guarantors named therein, Wells Fargo Bank, National Association, as indenture trustee (in such capacity, together with its successors in such capacity, the “Second Priority Indenture Trustee”), and the Second Priority Collateral Trustee.
SATÉLITES MEXICANOS, S.A. de C.V., as the Company, each of the FIRST PRIORITY GUARANTORS named herein, as First Priority Guarantors, and HSBC BANK USA, National Association, as First Priority Indenture Trustee INDENTURE Dated as of November 30, 2006...Satelites Mexicanos Sa De Cv • December 19th, 2006 • Radiotelephone communications • New York
INDENTURE, dated as of November 30, 2006, by and among SATÉLITES MEXICANOS, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (the “Company”), each of the First Priority Guarantors (defined below) named herein, and HSBC Bank USA, National Association, a national banking association duly incorporated and existing under the laws of the United States, as trustee (the “First Priority Indenture Trustee”).
Concurso AgreementConcurso Agreement • May 11th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
This Concurso Agreement (Convenio Concursal, and including all Exhibits and Schedules hereto, subsequently this “Agreement”) entered into pursuant to Title Fifth of the Mexican Business Reorganization Act (Ley de Concursos Mercantiles, the “MBRA”) in order to terminate the concurso procedure (concurso mercantil) of Satélites Mexicanos, S.A. de C.V. pending before the Second Civil District Court in the Federal District (the “District Court”) under file number 129/2005 (the “Concurso of Satmex”), by means of the restructuring, capitalization, novation and/or payment of, inter alia, the Acknowledged Credits (as defined below), as the case may be, that is executed as of the [·] of [·] of 2006 by and among:
ContractSatelites Mexicanos Sa De Cv • April 26th, 2013 • Radiotelephone communications
INTERNATIONAL SATELLITE SIGNAL CONDUCTION AGREEMENT THROUGH THE MEXICAN SATELLITE SYSTEM, ENTERED BY AND BETWEEN TELMEX PERÚ, S.A., WITH IDENTIFICATION NUMBER 20264695385, AND PRINCIPAL PLACE OF BUSINESS AT (***), DULY REPRESENTED BY ITS GENERAL MANAGER, MAURICIO ESCOBEDO VÁZQUEZ, WITH (***) AND ITLS LEGAL ADVISOR, ROSA VIRGINIA NAKAGAWA MORALES, WITH (***), ACCORDING TO POWERS OF ATTORNEY CONTAINED IN THE RECORD NUMBER (***) OF THE LEGAL ENTITIES REGISTRY OF THE REGISTRY OFFICE OF LIMA AND CALLAO, HEREINAFTER REFERRED TO AS THE “CLIENT”, AND SATELITES MEXICANOS, S.A. DE C.V., WITH TAX ID NUMBER SME-970626-MK5, WITH PRINCIPAL PLACE OF BUSINESS AT RODOLFO GAONA N° 86, PISO 4, COLONIA LOMAS DE SOTELO, MEXICO, FEDERAL DISTRICT, DULY REPRESENTED BY ITS CEO, SERGIO MIGUEL ÁNGEL AUTREY MAZA, ACCORDING OT THE POWER OF ATTORNEY CONTAINED IN THE COMMERCIAL FOLIO N° 226,109 OF THE PUBLIC COMMERCIAL REGISTRY, HEREINAFTER REFERRED TO AS “SATMEX”, ACCORDING TO THE FOLLOWING:
STOCK PURCHASE AGREEMENT among Deutsche Bank México, S.A., Institución de Banca Múltiple, División Fiduciaria, solely and exclusively as trustee in the Irrevocable Administration Trust Agreement No. F/589 and Nacional Financiera, S.N.C., Institución...Stock Purchase Agreement • June 28th, 2010 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of February 26, 2010 (the “Execution Date”), among Deutsche Bank México, S.A., Institución de Banca Múltiple, División Fiduciaria (“DBM”), solely and exclusively as trustee in the Irrevocable Administration Trust Agreement No. F/589 dated November 28, 2006, and Nacional Financiera, S.N.C., Institución de Banca de Desarrollo, Dirección Fiduciaria (“FN”), solely and exclusively as trustee in the Irrevocable Administration Trust Agreement No. 80501 dated November 28, 2006 (DBM and FN, each, a “Seller”, and together, the “Sellers”), Satélites Mexicanos, S.A. de C.V., a Sociedad Anónima de Capital Variable (the “Company”), and EchoStar Satellite Acquisition L.L.C., a limited liability company organized under the Laws of Colorado (“Bidder”), and for the purposes of Section 6.21 only, EchoStar Corporation, a Nevada corporation (the “Bidder Guarantor”).
ContractSatelites Mexicanos Sa De Cv • June 10th, 2011 • Radiotelephone communications
In the City of Mexico, Federal District, Mexico, on this 26th day of May, 2011, before me, Mr. Roberto Núñez y Bandera, Notary Public No. 1 of this City, hereby state: the First Lien Mortgage (this “Mortgage”) granted by Satélites Mexicanos, S.A. de C.V., as mortgagor (the “Mortgagor” or the “Company”), in favor of Wells Fargo Bank, National Association, not in its individual capacity but solely in its capacity as Collateral Trustee pursuant to the Collateral Trust Agreement (as such terms are defined below), on behalf and for the benefit of the Secured Parties (as defined below), as mortgagee (in such capacity, together with its successors and assigns, the “Mortgagee”), in accordance with the following Recitals, Representations and Warranties and Clauses. Capitalized terms used in this Agreement which are not otherwise defined herein shall have the meanings ascribed to such terms in the Indenture (as defined below) or the Collateral Trust Agreement, as applicable.
ContractSatelites Mexicanos Sa De Cv • April 26th, 2013 • Radiotelephone communications
SIXTH AMENDMENT TO THE INTERNATIONAL SATELLITE SIGNAL CONDUCTION AGREEMENT THROUGH THE MEXICAN SATELLITE SYSTEM No. 051-I-06, ENTERED BY AND BETWEEN SATÉLITES MEXICANOS, S.A. DE C. V., HEREINAFTER REFERRED TO AS “SATMEX”, REPRESENTED BY PATRICIO ERNESTO NORTHLAND VERDEJO, ITS CEO, AND, TELMEX PERÚ, S.A., HEREINAFTER REFERRED TO AS THE “CLIENT”, REPRESENTED BY ITS GENERAL MANAGER, MAURICIO ESCOBEDO VÁZQUEZ AND ITS LEGAL ADVISOR, ROSA VIRGINIA NAKAGAWA MORALES, AS LEGAL REPRESENTATIVES, ACCORDING TO THE FOLLOWING:
ContractSupplemental Indenture • June 29th, 2009 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
SUPPLEMENTAL INDENTURE , dated as of May 21, 2009 (this “Supplemental Indenture”), among Satélites Mexicanos, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (the “Issuer”), Alterna’TV International Corporation, a Delaware corporation (the “New First Priority Guarantor”); HSBC Bank USA, National Association, as indenture trustee (the “Trustee”) under that certain Indenture dated as of November 30, 2006 (the “Indenture”) among the Company, each of the First Priority Guarantors named therein, and the Trustee.
FOIA CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN INFORMATION IN THIS AGREEMENT. THIS INFORMATION HAS BEEN REDACTED AND DENOTED BY ASTERISKS (***). COPIES OF THE EXHIBIT CONTAINING THE REDACTED PORTIONS HAVE BEEN FILED SEPARATELY...Agreement • April 26th, 2013 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
This Amendment (the “Amendment”) to the Bilateral Agreement, dated as of November 29, 2012 (the “Effective Date”), is entered into by and between Asia Broadcast Satellite Holdings Ltd., a company incorporated under the laws of Bermuda (“ABS”) and Satélites Mexicanos, S.A. de C.V. (“Satmex”), a sociedad anónima de capital variable organized under the laws of Mexico, (ABS and Satmex, collectively, the “Parties” and each a “Party”).
FOIA CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN INFORMATION IN THIS AGREEMENT. THIS INFORMATION HAS BEEN REDACTED AND DENOTED BY ASTERISKS [***]. TWENTY-FIFTH AMENDMENT TO AGREEMENT 319-IConfidential Treatment • April 26th, 2013 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS TWENTY-FIFTH AMENDMENT TO AGREEMENT NUMBER 319-I IS ENTERED INTO THIS 8TH DAY OF JANUARY, 2013 (THE “EXECUTION DATE”), BY AND BETWEEN HUGHES NETWORK SYSTEMS, LLC, A LIMITED LIABILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE WHICH SHALL HEREINAFTER BE REFERED AS THE “CLIENT”, SUCCESSOR IN INTEREST TO HUGHES NETWORK SYSTEMS, A DIVISION OF HUGHES ELECTRONICS CORPORATION, AND AS THE OTHER PARTY SATELITES MEXICANOS, S.A. DE C.V., WHICH SHALL HEREINAFTER BE REFERED AS “SATMEX”, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF MEXICO (TOGETHER REFERRED AS THE “PARTIES”) PURSUANT TO THE FOLLOWING:
SECURITIES PURCHASE AGREEMENT among Satmex International Coöperatieve U.A. and Intenal Mexicana, S.A.P.I. de C.V. and the other stockholders signatories hereto, as the Sellers, and Satélites Mexicanos, S.A. de C.V., as the Company, and Satmex...Securities Purchase Agreement • August 1st, 2013 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • Delaware
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 30, 2013 (the “Execution Date”), among Satmex International Coöperatieve U.A., a Netherlands cooperative (“Dutch Coop”), Intenal Mexicana, S.A.P.I. de C.V., a Mexican sociedad anónima promotora de inversion de capital variable (“Intenal”), Alejandro Sainz Orantes, an individual (“Orantes”), Centerbridge Capital Partners SBS (Cayman), L.P., a Cayman Islands limited partnership (“SBS”), EJA Holdings Ltd., a British Virgin Islands company limited by shares (“EJA”, and together with Dutch Coop, SBS, Orantes and Intenal, each a “Seller” and collectively the “Sellers”), Satmex International B.V., a Netherlands company with limited liability (“Dutchco”), Holdsat Mexico, S.A.P.I. de C.V., a sociedad anónima promotora de inversión de capital variable (“Mexico Holdings”), Satélites Mexicanos, S.A. de C.V., a sociedad anónima de capital variable (the “Company”), Eutelsat SA, a French société anonyme (“Buyer”), and Jared Hendricks,
ContractSupplemental Indenture • June 29th, 2009 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
SUPPLEMENTAL INDENTURE, dated as of May 21, 2009 (this “Second Priority Supplemental Indenture”), among Satélites Mexicanos, S.A. de C.V., a corporation (sociedad anónima de capital variable) organized under the laws of the United Mexican States (the “Issuer”), Alterna’TV International Corporation, a Delaware corporation (the “New Second Priority Guarantor”); Wells Fargo Bank, National Association, as indenture trustee (the “Second Priority Trustee”) under that certain Indenture dated as of November 30, 2006 (the “Second Priority Indenture”) among the Company, each of the Guarantors named therein, and the Second Priority Trustee.
SECURITY AGREEMENT among ALTERNA’ TV CORPORATION as a Grantor, ALTERNA’ TV INTERNATIONAL CORPORATION as a Grantor, THE OTHER GRANTORS FROM TIME TO TIME PARTY HERETO, each a Grantor, and WELLS FARGO BANK, NATIONAL ASSOCIATION as the Collateral Trustee...Security Agreement • June 10th, 2011 • Satelites Mexicanos Sa De Cv • Radiotelephone communications • New York
This SECURITY AGREEMENT (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Security Agreement”), dated as of May 26, 2011, is made by ALTERNA’ TV CORPORATION, a Delaware corporation (“Alterna’TV Corp.”), ALTERNA’ TV INTERNATIONAL CORPORATION, a Delaware corporation (“Alterna’TV International Corp.”) and each of the parties from time to time executing this Security Agreement or a joinder hereto (the “Additional Grantors”; together with Alterna’TV Corp. and Alterna’TV International Corp. collectively, the “Grantors”, and each, individually, a “Grantor”), in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely in its capacity as collateral trustee for the benefit of the Secured Parties (as defined below) (in such capacity and together with its successors and assigns, the “Collateral Trustee”). Capitalized terms shall have the meaning ascribed thereto in Article I.
Amendment No. 2 to Contract No. ILSB-1006-4488 Contract for Launch Services between ILS International Launch Services, Inc. and Satelites Mexicanos, S.A. DE C.V.Satelites Mexicanos Sa De Cv • April 27th, 2012 • Radiotelephone communications
This Amendment No. 2 (“Amendment No. 2”) to Contract for Launch Services is made and effective as of the 15 of November 2011 by and between ILS International Launch Services, Inc., a Delaware corporation, with a place of business at 1875 Explorer Street, Suite 700, Reston, Virginia 20190, USA (“Contractor”) and Satélites Mexicanos, S.A. de C.V. , a company organized under the laws of United States of Mexico (Mexico), having its principal place of business at Av. Paseo de la Reforma No. 222, Torre de Oficinas, Piso 20, Colonia Juárez, Delegación Cuauhtémoc, C.P. 06600, México, Distrito Federal, México, D.F. México (“Customer”).
SEVENTEENTH AMENDMENT TO AGREEMENT 319-ISatelites Mexicanos Sa De Cv • June 28th, 2010 • Radiotelephone communications
THIS SEVENTEENTH AMENDMENT TO AGREEMENT NUMBER 319-I IS ENTERED INTO THIS 1st DAY OF OCTOBER, 2009 (THE “EXECUTION DATE”), BY AND BETWEEN HUGHES NETWORK SYSTEMS, LLC, A LIMITED LIABILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE WHICH SHALL HEREINAFTER BE REFERED AS THE “CLIENT”, SUCCESSOR IN INTEREST TO HUGHES NETWORK SYSTEMS, A DIVISION OF HUGHES ELECTRONICS CORPORATION, AND AS THE OTHER PARTY SATELITES MEXICANOS, S.A. DE C.V., WHICH SHALL HEREINAFTER BE REFERED AS “SATMEX”, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF MEXICO (TOGETHER REFERRED AS THE “PARTIES”) PURSUANT TO THE FOLLOWING:
FIFTEENTH AMENDMENT TO AGREEMENT 319-ISatelites Mexicanos Sa De Cv • June 29th, 2009 • Radiotelephone communications
THIS FIFTEENTH AMENDMENT TO AGREEMENT NUMBER 319-I IS ENTERED INTO THIS 1st DAY OF FEBRUARY, 2009 (THE “EXECUTION DATE”), BY AND BETWEEN HUGHES NETWORK SYSTEMS, LLC, A LIMITED LIABAILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE WHICH SHALL HEREINAFTER BE NAMED “THE CLIENT”, SUCCESSOR IN INTEREST TO HUGHES NETWORK SYSTEMS, A DIVISION OF HUGHES ELECTRONICS CORPORATION, AND AS THE OTHER PARTY SATELITES MEXICANOS, S.A. DE C.V., WHICH SHALL HEREINAFTER BE NAMED “SATMEX”, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF MEXICO (TOGETHER REFERRED AS THE “PARTIES”) PURSUANT TO THE FOLLOWING:
EQUITY INTEREST PLEDGE AGREEMENTEquity Interest Pledge Agreement • December 19th, 2006 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS EQUITY INTEREST PLEDGE AGREEMENT (HEREINAFTER REFERRED TO AS THE “AGREEMENT”) IS ENTERED INTO EFFECTIVE AS OF THE 30 DAY OF NOVEMBER, 2006 BY AND BETWEEN SATÉLITES MEXICANOS, S.A. DE C.V., REPRESENTED HEREIN BY MR. SERGIO MIGUEL ANGEL AUTREY MAZA (HEREINAFTER REFERRED TO AS THE “PLEDGOR”), AND WELLS FARGO BANK, N.A., AS SECOND PRIORITY COLLATERAL TRUSTEE AND FOR THE BENEFIT OF THE SECOND PRIORITY HOLDERS PURSUANT TO THE SECOND COLLATERAL TRUST AGREEMENT, REPRESENTED HEREIN BY MR. ARTURO PEREZ PEÑA (TOGETHER WITH ITS SUCCESSORS AND ASSIGNEES HEREINAFTER REFERRED TO AS THE “PLEDGEE”) AND ENLACES INTEGRA, S. DE R.L. DE C.V., REPRESENTED HEREIN BY MR. SERGIO MIGUEL ANGEL AUTREY MAZA (HEREINAFTER REFERRED TO AS THE “COMPANY”) (CAPITALIZED TERMS USED AND NOT DEFINED HEREIN SHALL HAVE THE MEANINGS ASCRIBE TO SUCH TERMS DEFINED IN THE SECOND PRIORITY INDENTURE (AS DEFINED BELOW) OR THE SECOND COLLATERAL TRUST AGREEMENT (AS DEFINED BELOW), AS APPLICABLE.
FOIA CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN INFORMATION IN THIS AGREEMENT. THIS INFORMATION HAS BEEN REDACTED AND DENOTED BY ASTERISKS [***]. TWENTIETH FIRST AMENDMENT TO AGREEMENT 319-IConfidential Treatment • April 26th, 2013 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
THIS TWENTIETH FIRST AMENDMENT TO AGREEMENT NUMBER 319-I IS ENTERED INTO THIS 1ST DAY OF MARCH, 2012 (THE “EXECUTION DATE”), BY AND BETWEEN HUGHES NETWORK SYSTEMS, LLC, A LIMITED LIABILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE WHICH SHALL HEREINAFTER BE REFERED AS THE “CLIENT”, SUCCESSOR IN INTEREST TO HUGHES NETWORK SYSTEMS, A DIVISION OF HUGHES ELECTRONICS CORPORATION, AND AS THE OTHER PARTY SATELITES MEXICANOS, S.A. DE C.V., WHICH SHALL HEREINAFTER BE REFERED AS “SATMEX”, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF MEXICO (TOGETHER REFERRED AS THE “PARTIES”) PURSUANT TO THE FOLLOWING:
ContractMerger Agreement • June 10th, 2011 • Satelites Mexicanos Sa De Cv • Radiotelephone communications
MERGER AGREEMENT (“AGREEMENT”) ENTERED INTO BY AND BETWEEN SATELITES MEXICANOS, S.A. DE C.V. (“SATMEX”) HEREBY REPRESENTED BY MR. PABLO MANZUR Y BERNABEU, AND, SATMEX ESCROW, S.A. DE C.V. (“SATMEX ESCROW”), HEREBY REPRESENTED BY MESSRS. LUIS FERNANDO STEIN VELASCO Y PABLO MANZUR Y BERNABEU PURSUANT TO THE FOLLOWING REPRESENTATIONS AND CLAUSES:
