GLOBALSTAR, INC. (a Delaware corporation)Underwriting Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
Globalstar, Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Deutsche Bank Securities Inc. (“Deutsche Bank”) (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), with respect to (i) the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule A hereto of $135,000,000 aggregate principal amount of the Company’s 5.75% Convertible Senior Notes due 2028 (the “Notes”), and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of an additional $15,000,000 aggregate principal amount of the Notes to cover overallotments, if any. The aforesaid $135,000,000 aggregate principal amount of the
GLOBALSTAR, INC. AND U.S. BANK, NATIONAL ASSOCIATION Trustee INDENTURE DATED AS OF , 20 SUBORDINATED DEBT SECURITIESIndenture • July 31st, 2015 • Globalstar, Inc. • Communications services, nec • New York
INDENTURE, dated as of , 20 , between GLOBALSTAR, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”) and U.S. BANK, NATIONAL ASSOCIATION, a banking corporation organized under the laws of the United States, as trustee (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 28th, 2019 • Globalstar, Inc. • Communications services, nec • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of _____________, 20____ between Globalstar Inc., a Delaware corporation (the “Company”), and _________________ (“Indemnitee”).
and Warrants to Purchase up to 15,277,771 Shares of Common Stock GLOBALSTAR, INC. Common Stock (par value $0.0001) PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • June 17th, 2009 • Globalstar, Inc. • Communications services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 16, 2006, by and among GLOBALSTAR, INC., as Borrower, the Lenders referred to herein, and WACHOVIA INVESTMENT HOLDINGS, LLC as Administrative Agent and Swingline Lender WACHOVIA BANK, NATIONAL...Credit Agreement • August 29th, 2006 • Globalstar, Inc. • Communications services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of August 16, 2006, by and among GLOBALSTAR, INC., a Delaware corporation (the "Borrower"), the lenders who are or may become a party to this Agreement (collectively, the "Lenders") and WACHOVIA INVESTMENT HOLDINGS, LLC, as Administrative Agent for the Lenders.
GLOBALSTAR, INC. VOTING COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 10th, 2017 • Globalstar, Inc. • Communications services, nec • New York
The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Globalstar, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several underwriters, named in Schedule I to the Underwriting Agreement, including Morgan Stanley (the “Underwriters”), of [·] shares (the “Firm Shares”) and [·] shares at the option of the Underwriters (the “Additional Shares” and together with the Firm Shares, the “Shares”) of the voting common stock, par value $0.0001 per share of the Company (the “Common Stock”).
COMMON STOCK PURCHASE AGREEMENT Dated as of December 28, 2012 by and between GLOBALSTAR, INC. and TERRAPIN OPPORTUNITY, L.P.Common Stock Purchase Agreement • January 2nd, 2013 • Globalstar, Inc. • Communications services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 28, 2012, is by and between Globalstar, Inc., a Delaware corporation (the “Company”), and Terrapin Opportunity, L.P., a limited partnership organized under the laws of the British Virgin Islands (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 2nd, 2013 • Globalstar, Inc. • Communications services, nec • New York
· block trades in which the broker-dealer will attempt to sell the shares as agent but may position and resell a portion of the block as principal to facilitate the transaction;
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 28th, 2020 • Globalstar, Inc. • Communications services, nec • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, ___________, or its successors and assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date (as defined below) and on or prior to the close of business on March 31, 2021 (the “Termination Date”) but not thereafter, to subscribe for and purchase from GLOBALSTAR, INC., a Delaware corporation (the “Company”), up to ___________ shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price (as defined below).
PLEDGE AND ESCROW AGREEMENT by and among GLOBALSTAR, INC., as Pledgor, and Dated as of April 15, 2008Pledge and Escrow Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
THIS PLEDGE AND ESCROW AGREEMENT (this “Agreement”), dated as of April [15], 2008, is by and among Globalstar, Inc. (the “Company”), as pledgor, U.S. Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”), and U.S. Bank, National Association, in its capacity as escrow agent (the “Escrow Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 28th, 2020 • Globalstar, Inc. • Communications services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 26, 2019, is entered into by and between Globalstar, Inc., a Delaware corporation (the “Company”), and Inverness Financing L.L.C., a Colorado limited liability company, Thermo Funding II LLC, a Colorado limited liability company, [*], [*], and [*] (each an “Initial Holder” and collectively the “Initial Holders”).
UNDERWRITING AGREEMENTUnderwriting Agreement • December 20th, 2018 • Globalstar, Inc. • Communications services, nec • New York
The undersigned understands that Cantor Fitzgerald & Co. (“Cantor”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Globalstar, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by Cantor (the “Underwriter”), of shares of voting common stock, par value $0.0001 per share of the Company (the “Common Stock”).
76709813v13 EXECUTION VERSION GLOBALSTAR, INC., as Issuer, Guarantors Party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee Indenture Dated as of March 31, 2023 _______________________________ 13.00% Senior Notes due 2029Indenture • April 6th, 2023 • Globalstar, Inc. • Communications services, nec • New York
SHARE LENDING AGREEMENT Dated as of April 10, 2008 Among GLOBALSTAR, INC. (“Lender”), and MERRILL LYNCH INTERNATIONAL (“Borrower”), through MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as agent for Borrower (“Borrowing Agent”).Share Lending Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
This Agreement sets forth the terms and conditions under which Borrower may borrow from Lender shares of its Common Stock.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of December , 2007, by and among GLOBALSTAR, INC., as Borrower, the Lenders referred to herein, and THERMO FUNDING COMPANY LLC as Administrative Agent and LenderCredit Agreement • March 17th, 2008 • Globalstar, Inc. • Communications services, nec • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December , 2007, by and among GLOBALSTAR, INC., a Delaware corporation (the "Borrower"), the lenders who are or may become a party to this Agreement (collectively, the "Lenders") and THERMO FUNDING COMPANY LLC, as Administrative Agent for the Lenders.
GLOBALSTAR, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 17th, 2008 • Globalstar, Inc. • Communications services, nec • California
Globalstar, Inc. has granted to the Participant named in the Notice of Grant of Restricted Stock (the "Grant Notice") to which this Restricted Stock Agreement (the "Agreement") is attached an Award consisting of Shares subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to the Globalstar, Inc. 2006 Equity Incentive Plan (the "Plan"), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan in the form most recently registered with the Securities and Exchange Commission (the "Plan Prospectus"), (b) accepts the Award subject to all of the terms and conditions of the Grant Notice, this Agreement and the Plan and (c) agrees to accept as binding, conclusive and final all deci
SECOND AMENDED AND RESTATED IRREVOCABLE STANDBY STOCK PURCHASE AGREEMENT (as amended through October 13, 2006)Standby Stock Purchase Agreement • October 17th, 2006 • Globalstar, Inc. • Communications services, nec • New York
This Second Amended and Restated Irrevocable Standby Stock Purchase Agreement ("Agreement") is entered into as of August 25, 2006 among Globalstar, Inc. ("Globalstar"), the Administrative Agent (as defined below) and Thermo Funding Company LLC ("Thermo").
MASTER AGREEMENT between GLOBALSTAR LLC And SPACE SYSTEMS/LORAL, INC. for PROFESSIONAL SERVICES Contract No. GLLC-C-04-0146Master Agreement for Professional Services • October 17th, 2006 • Globalstar, Inc. • Communications services, nec • California
This Agreement is effective as of June 1, 2004, ("Effective Date") and is between Globalstar LLC, a Delaware limited liability company with offices at 461 South Milpitas Blvd., Milpitas, California 95035 USA (hereinafter referred to as "GLLC" or the "Purchaser") and Space Systems/Loral, Inc, a Delaware Corporation with offices at 3825 Fabian Way, Palo Alto, CA 94303-4604, (hereinafter referred to as "Contractor"; collectively the "Parties, or singularly the "Party") for the purpose of providing certain services as defined herein (the "Services") as GLLC may from time to time request. In connection with such Services, the Parties intending to be legally bound, agree as follows:
SUPPORT SERVICES AGREEMENT by and between XCOM LABS, INC. as Licensor and Globalstar, Inc., as Licensee dated as of August 29, 2023Support Services Agreement • August 8th, 2024 • Globalstar, Inc. • Communications services, nec • Delaware
This Support Services Agreement (this “Agreement”) is made as of August 29, 2023, by and between XCOM Labs, Inc., a Delaware corporation (“Licensor”) and Globalstar, Inc., a Delaware corporation (“Licensee”). Licensor and Licensee are referred to herein individually as a “Party” and collectively as the “Parties.”
DIRECT AGREEMENTDirect Agreement • June 11th, 2012 • Globalstar, Inc. • Communications services, nec
The project shall include the supply of twenty five (25) satellites plus the long lead items for six (6) subsequent satellites by the Supplier pursuant to the Thales Secured Agreement (as defined below) and the launching of such satellites by Arianespace pursuant to the terms of the launch services contract dated 5 September 2007 to form for the Borrower the second generation satellite constellation (the “Globalstar Project”).
BPIFAE Facility AgreementBpifae Facility Agreement • February 28th, 2020 • Globalstar, Inc. • Communications services, nec
This Agreement (the “Agreement”) is dated 5 June 2009 (as amended and restated on 22 August 2013 by the First Global Deed of Amendment and Restatement, amended and restated on 7 August 2015 by the Second Global Amendment and Restatement Agreement and on 30 June 2017 by the Third Global Amendment and Restatement Agreement and further amended and restated on 26 November 2019 by the Fourth Amendment and Restatement Agreement and made
QUALCOMM Incorporated Agreement for Sale of Globalstar Satellite Mobile Phones Agreement No. 04-QC/NOG-MOBILES-001Agreement for Sale of Globalstar Satellite Mobile Phones • October 17th, 2006 • Globalstar, Inc. • Communications services, nec
This Agreement for Sale of Globalstar Satellite Mobile Phones ("Agreement") is entered into as of April 13, 2004 (the "Effective Date") by and between QUALCOMM Incorporated, a Delaware corporation ("QUALCOMM"), with offices located at 5775 Morehouse Drive, San Diego, CA 92121-1121 and New Operating Globalstar LLC, a Delaware limited liability corporation ("Buyer"), with offices located at 3110 Zanker Road, San Jose, CA 95134, with respect to the following facts:
CONFIDENTIAL TREATMENTLaunch Services Agreement • May 7th, 2010 • Globalstar, Inc. • Communications services, nec
Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Such portions are marked “[*]” in this document; they have been filed separately with the Commission.
CONFIDENTIAL TREATMENTContract • August 11th, 2008 • Globalstar, Inc. • Communications services, nec • New York
This is a Contract between Hughes Network Systems LLC, a limited liability company organized under the laws of Delaware (hereinafter referred to as the “Contractor”) with its principal place of business at 11717 Exploration Lane Germantown, Maryland 20876 USA, and Globalstar, Inc., a company incorporated under the laws of Delaware with its principal place of business at 461 South Milpitas Boulevard, Milpitas, California 95035 (hereinafter referred to as “Globalstar” or “Customer”). As used herein, Contractor and Globalstar may each be referred to individually as a “Party” and collectively as the “Parties”.
COFACE Facility AgreementCoface Facility Agreement • August 22nd, 2013 • Globalstar, Inc. • Communications services, nec
This Agreement (the “Agreement”) is dated 5 June 2009 (as amended and restated on 21 August 2013 by the Global Deed of Amendment and Restatement) and made
QUALCOMM Incorporated QUALCOMM Globalstar Satellite Products Supply Agreement Agreement No. 04-QC/NOG-PRODSUP-001Supply Agreement • October 17th, 2006 • Globalstar, Inc. • Communications services, nec • California
This QUALCOMM Globalstar Satellite Products Supply Agreement ("Agreement") is entered into as of April 13, 2004 (the "Effective Date"), by and between QUALCOMM Incorporated, a Delaware corporation, ("QUALCOMM") with offices located at 5775 Morehouse Drive, San Diego, CA 92121, and New Operating Globalstar LLC, a Delaware limited liability company ("Buyer"), with offices located at 3110 Zanker Road, San Jose, CA 95134, with respect to the following facts:
PARTNERSHIP INTEREST PURCHASE AGREEMENT among GSSI, LLC GLOBALSTAR, INC. LORAL/DASA GLOBALSTAR, L.P. GLOBALSTAR DO BRASIL S.A. LORAL/DASA DO BRASIL HOLDINGS LTDA. LORAL HOLDINGS LLC GLOBAL DASA LLC LGP (BERMUDA) LTD. MERCEDES- BENZ DO BRASIL LTDA....Partnership Interest Purchase Agreement • January 30th, 2008 • Globalstar, Inc. • Communications services, nec • New York
THIS PARTNERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”) is made and entered into this 21st day of December, 2007, by and among GSSI, LLC, a Delaware limited liability company (“Buyer”), Globalstar, Inc., a Delaware corporation (“Globalstar”), Loral/DASA Globalstar, L.P., a Delaware limited partnership (“LDG”), Globalstar do Brasil, S.A., a Brazilian corporation (the “Operating Subsidiary”), Loral/DASA do Brasil Holdings Ltda., a Brazilian limited liability company (“Holdings”), (LDG, the Operating Subsidiary and Holdings each, a “Subsidiary” and collectively, the “Subsidiaries”), Loral Holdings LLC, a Delaware limited liability company (“Loral Holdings”), Global DASA LLC, a Delaware limited liability company (“DASA”) (Loral Holdings and DASA collectively, “Sellers”), LGP (Bermuda) Ltd., a Bermuda company (“LGP”), Mercedes-Benz do Brasil Ltda. (f/k/a DaimlerChrysler do Brasil Ltda.), a Brazilian limited liability company (“MBBras,” LGP and MBBras collectively, the “Quota Sellers”
Amended and Restated Employment AgreementEmployment Agreement • February 29th, 2024 • Globalstar, Inc. • Communications services, nec • Delaware
This Amended and Restated Employment Agreement (this “Agreement”), entered into this 24th day of January, 2024, is made by and between Globalstar Inc. (the “Company”) and Paul Jacobs (“Executive”) (together, the “Parties”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • August 10th, 2015 • Globalstar, Inc. • Communications services, nec • New York
This COMMON STOCK PURCHASE AGREEMENT, made and entered into as of the 7th day of August, 2015 (this “Agreement”), by and between Terrapin Opportunity, L.P., a limited partnership organized under the laws of the British Virgin Islands (the “Investor”), and Globalstar, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in Annex A hereto.
First Amendment to Agreement for Sale of Globalstar Satellite Mobile Phones Agreement No. 04-QC/NOG-MOBILES-001/GLLC-C-04-0137 between QUALCOMM Incorporated and Globalstar LLCAgreement for Sale of Globalstar Satellite Mobile Phones • October 17th, 2006 • Globalstar, Inc. • Communications services, nec
This First Amendment (the "First Amendment") to Agreement for Sale of Globalstar Satellite Mobile Phones dated April 13, 2004 ("Agreement") is entered into as of October 5, 2004 (the "Amendment Date") by and between QUALCOMM Incorporated, a Delaware corporation ("QUALCOMM"), with offices located at 5775 Morehouse Drive, San Diego, CA 92121-1121 and Globalstar LLC, a Delaware limited liability company, formerly known as New Operating Globalstar LLC ("Buyer"), with offices located at 461 S. Milpitas Blvd., Milpitas, CA 95305, with respect to the following facts:
SECOND SUPPLEMENTAL INDENTURE by and among GLOBALSTAR, INC. AS ISSUER, AND U.S. BANK, NATIONAL ASSOCIATION AS TRUSTEE 8.00% Convertible Senior Unsecured NotesSecond Supplemental Indenture • June 19th, 2009 • Globalstar, Inc. • Communications services, nec • New York
SECOND SUPPLEMENTAL INDENTURE dated as of June 19, 2009, between Globalstar, Inc., a Delaware corporation (the “Company” or the “Issuer”) and U.S. Bank National Association, as Trustee (the “Trustee”).
STARSEM LAUNCH SERVICES AGREEMENT FOR THE LAUNCH OF THE GLOBALSTAR LLC SPARE SATELLITES BY THE SOYUZ LAUNCH SYSTEM ONE FIRM AND ONE OPTIONAL LAUNCH SERVICESLaunch Services Agreement • October 17th, 2006 • Globalstar, Inc. • Communications services, nec
Launch Services Payments are calculated as a percentage of the applicable Launch Services price minus the Preliminary Payments billed to date (defined in ARTICLE 8).
Amendment No. 2 To QUALCOMM Globalstar Satellite Products Supply Agreement Agreement No. 04-QC/NOG-PRODSUP-001 (NOG-C-04-0137)Qualcomm Globalstar Satellite Products Supply Agreement • August 29th, 2006 • Globalstar, Inc. • Communications services, nec
This Amendment No. 2 ("Amendment") is effective as of 25 May, 2005 ("Amendment Effective Date") by and between QUALCOMM Incorporated, a Delaware corporation ("QUALCOMM") and Globalstar LLC, a limited liability company ("Buyer"), with respect to the following facts:
Amendment No. 3 To QUALCOMM Globalstar Satellite Products Supply Agreement Agreement No. 04-QC/NOG-PRODSUP-001 (NOG-C-04-0137)Qualcomm Globalstar Satellite Products Supply Agreement • August 29th, 2006 • Globalstar, Inc. • Communications services, nec
This Amendment No. 3 ("Amendment") is effective as of 30 September, 2005 ("Amendment Effective Date") by and between QUALCOMM Incorporated, a Delaware corporation ("QUALCOMM") and Globalstar LLC, a limited liability company ("Buyer"), with respect to the following facts:
Amendment No. 9 To QUALCOMM Globalstar Satellite Products Supply Agreement Agreement No. 04-QC/NOG-PRODSUP-001 (NOG-C-04-0137)Qualcomm Globalstar Satellite Products Supply Agreement • May 7th, 2010 • Globalstar, Inc. • Communications services, nec
This Amendment No. 9 (“Amendment”) is effective as of February 24, 2010 (“Amendment Effective Date”) by and between QUALCOMM Incorporated, a Delaware corporation (“Qualcomm”) and Globalstar, Inc., a Delaware corporation (“Buyer”), and Globalstar Canada Satellite Company (“GCSC”) a Nova Scotia Corporation and wholly owned subsidiary of Buyer, with respect to the below stated facts.
