AMENDED AND RESTATED DISTRIBUTOR LICENSE AGREEMENT AMONG ORBITAL IMAGING CORPORATION, SAMSUNG AEROSPACE INDUSTRIES, LTD. AND KOREA AEROSPACE INDUSTRIES, LTD.Distributor License Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec • New York
This Amended and Restated Distributor License Agreement (the “Agreement”) is made and entered with effect as of September 1, 2000, among Orbital Imaging Corporation (“ORBIMAGE”), whose principal place of business is 21700 Atlantic Boulevard, Dulles, Virginia, 20166, USA, Samsung Aerospace Industries, Ltd. (“Samsung”), whose principal place of business is 141, Samsung-Dong, Kangnam-Ku, Seoul, Korea, and Korea Aerospace Industries, Ltd. (“Licensee”), whose principal place of business is 463, 3Ka, Chungjeong-Rd, Seodaemun-ku, Seoul 120-709 Korea.
STOCK SUBSCRIPTION WARRANT To Purchase Common Stock of ORBIMAGE Inc.Orbimage Inc • December 1st, 2004 • Communications services, nec • Delaware
THIS CERTIFIES THAT for value received, , or its registered assigns (hereinafter called “Holder”), is entitled to purchase from ORBIMAGE Inc., a Delaware corporation (“Company”), at any time during the Term of this Warrant, shares of common stock, $0.01 par value, of Company (the “Common Stock”), at the Warrant Price, payable as provided herein. The exercise of this Warrant shall be subject to the provisions, limitations and restrictions herein contained. This Warrant may be exercised in whole or in part.
REGISTRATION RIGHTS AGREEMENT by and betweenRegistration Rights Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 16, 2004, between those holders of Common Stock and Warrants signatory hereto (the “Stock Holders”) and ORBIMAGE Inc., a Delaware corporation (the “Company”).
AMENDMENT NO. 3 TO AMENDED AND RESTATED DISTRIBUTION LICENSE AGREEMENTDistribution License Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec
THIS AMENDMENT NO. 3 TO THE AMENDED AND RESTATED DISTRIBUTOR LICENSE AGREEMENT (this “Amendment”) is made and entered into as of April 1, 2004, by and between ORBIMAGE Inc. (f/k/a Orbital Imaging Corporation), a Delaware corporation (“ORBIMAGE”), whose principal place of business is 21700 Atlantic Boulevard, Dulles, Virginia 20166 United States of America, Korea Aerospace Industries, Ltd., a corporation organized and existing under the law of Korea (“Licensee”), whose principal place of business is 135, Seosomun-Dong, Jung-Gu, Seoul 100-737 Korea, and [*************************************].
INVESTMENT AGREEMENT by and among ORBIMAGE Inc. and Dated November 16, 2004Investment Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec • New York
THIS INVESTMENT AGREEMENT (this “Agreement”) is made this 16 day of November, 2004 by and between ORBIMAGE Inc., a Delaware corporation (the “Company”), and , a (the “Investor”).
AMENDMENT NO. 1 TO AMENDED AN RESTATED DISTRIBUTOR LICENSE AGREEMENTDistributor License Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec
THIS AMENDMENT NO. 1 TO THE AMENDED AND RESTATED DISTRIBUTOR LICENSE AGREEMENT (this “Amendment”) is made and entered into as of November 7, 2002, by and between Orbital Imaging Corporation, a Delaware corporation (“ORBIMAGE”), whose principal place of business is 21700 Atlantic Boulevard, Dulles, Virginia 20166 Unites States of America, Korea Aerospace Industries, Ltd. A corporation organized and existing under the laws of Korea Aerospace Industries, Ltd., a corporation organized and existing under the laws of Korea (“Licensee”), whose principal place of business is 135, Seosomun-Dong, Jung-Gu, Seoul 100-737 Korea, and [******************************].
AMENDMENT NO. 1 TO ORBIMAGE DISTRIBUTION AGREEMENTOrbimage Distribution Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec
THIS AMENDMENT NO. 1 TO ORBIMAGE DISTRIBUTION AGREEMENT (this “Amendment”) is made and entered into as of January 12, 2004, by and between ORBIMAGE Inc., a Delaware corporation (formerly Orbital Imaging Corporation and renamed ORBIMAGE Inc. upon the effective date of the company’s Plan of Reorganization confirmed under Chapter 11 of the U.S. Bankruptcy Code, “ORBIMAGE”), whose principal place of business is 21700 Atlantic Boulevard, Dulles, Virginia 20166 United States of America, and NTT Data Corporation, a corporation organized and existing under the laws of Japan (“NTT DATA”), whose principal place of business is Toyosu Center Bldg. 3-3, Toyosu 3-Chome, Koto-ku, Tokyo 135 Japan.
FIRST AMENDMENT TO NOTE AND SECURITY AGREEMENTNote and Security Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec • New York
This First Amendment dated as of September 30, 2004 (the or this “First Amendment”) to the Note and Security Agreement dated as of December 31, 2003 (the “Note Agreement”) is between ORBIMAGE INC., a Delaware corporation (the “Company”), and each of the institutions which is a signatory to this First Amendment (collectively, the “Noteholders”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED DISTRIBUTOR LICENSE AGREEMENTDistributor License Agreement • December 1st, 2004 • Orbimage Inc • Communications services, nec
THIS AMENDMENT NO. 2 TO THE AMENDED AND RESTATED DISTRIBUTOR LICENSE AGREEMENT (this “Amendment”) is made and entered into as of May 3, 2003, by and between Orbital Imaging Corporation, a Delaware corporation (“ORBIMAGE”), whose principal place of business is at 21700 Atlantic Boulevard, Dulles, Virginnia 20166 United States of America, Korea Aerospace Industries, Ltd. A corporation organized and existing under the laws of the Korea (“Licensee”), whose principal place of business sis 135, Seosomun-Dong, Jung-Gu, Seoul 100-737 Korea, and [*******************************].
ContractSupplemental Indenture • December 1st, 2004 • Orbimage Inc • Communications services, nec • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 30, 2004, by and between ORBIMAGE INC., a Delaware corporation (the "Company”), and HSBC Bank USA, National Association, as trustee under the indenture referred to below (the “Trustee”).
