ContractEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
EMPLOYMENT AGREEMENT (the “Agreement”) dated as of December 21, 2015 between Intelsat Corporation, a Delaware corporation (the “Company”), and Michael DeMarco (the “Executive”).
INTELSAT S.A. EMPLOYEE NONQUALIFIED OPTION AWARD AGREEMENTEmployee Nonqualified Option Award Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
THIS NONQUALIFIED OPTION AWARD AGREEMENT (the “Agreement”), is entered into as of May 1, 2013 (the “Date of Grant”), by and between Intelsat S.A., a société anonyme organized under the laws of Luxembourg (the “Company”), and Stephen Spengler (the “Participant”).
SUPPLEMENT NO. 3 TO GUARANTEEGuarantee • February 20th, 2020 • Intelsat S.A. • Communications services, nec
SUPPLEMENT NO. 3, dated as of May 3, 2019 (this “Supplement”), to the GUARANTEE, dated as of January 12, 2011 (the “Guarantee”), among each of the subsidiaries of INTELSAT JACKSON HOLDINGS S.A., a société anonyme existing under the laws of Luxembourg (the “Borrower”), listed on Annex A to the Guarantee (each such subsidiary individually, a “Guarantor” and, collectively, the “Guarantors”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
SUPPLEMENTAL INDENTURE NO. 4Supplemental Indenture • February 20th, 2020 • Intelsat S.A. • Communications services, nec • New York
SUPPLEMENTAL INDENTURE NO. 4 (this “Supplemental Indenture”), dated as of May 2, 2019, among INTELSAT JACKSON HOLDINGS S.A. (or its successor), a société anonyme existing under the laws of Luxembourg (the “Issuer”), INTELSAT US FINANCE LLC, a Delaware limited liability company and indirect subsidiary of the Issuer (the “New Guarantor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
SUPPLEMENT NO. 3 TO SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
WHEREAS, the Company is party to (i) a Credit Agreement, dated as of January 12, 2011 (as amended by Amendment and Joinder Agreement, dated as of October 3, 2012, and as further amended by Amendment No. 2 and Joinder Agreement, dated as of November 27, 2013, and as further amended by Amendment No. 3 and Joinder Agreement, dated as of November 27, 2017, and as further amended by Amendment No. 4, dated as of December 12, 2017, and as further amended by Amendment No. 5 and Joinder Agreement, dated as of January 2, 2018, and as further amended by Amendment No. 6, dated as of November 8, 2018, and as may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Company, Intelsat Connect Finance S.A. (“Holdings”), the financial institutions or entities from time to time party thereto as lenders (the “Lenders”), the Administrative Agent and the other agent parties party thereto and (ii)(a) an Indenture, dated as of March 29, 2016, b
SUPPLEMENTAL INDENTURE NO. 6Supplemental Indenture • February 20th, 2020 • Intelsat S.A. • Communications services, nec • New York
SUPPLEMENTAL INDENTURE NO. 6 (this “Supplemental Indenture”), dated as of May 2, 2019, by and among INTELSAT JACKSON HOLDINGS S.A. (or its successor), a société anonyme existing under the laws of Luxembourg (the “Issuer”), INTELSAT US FINANCE LLC, a Delaware limited liability company and indirect subsidiary of the Issuer (the “New Guarantor”), and U.S. BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).
SECOND Amendment to OPTION AgreementOption Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Second Amendment (“Amendment”) to the Intelsat S. A. Option Agreement (“Option Agreement”) between David McGlade (the “Participant”) and Intelsat S.A. (the “Company”), dated as of April 18, 2013, is entered into by the undersigned parties and is effective as of December 15, 2015 (the “Amendment Effective Date”).
Second Amendment to OPTION Agreement (ANTI-DILUTION OPTION)Option Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Second Amendment (“Amendment”) to the Intelsat S. A. Option Agreement between David McGlade (the “Participant”) and Intelsat S.A. (the “Company”), dated as of April 18, 2013, and subsequently amended by that certain Amendment to Option Agreement Anti-Dilution Option) effective as of October 24, 2014 (collectively, the “Option Agreement”), is entered into by the undersigned parties and is effective as of January 2, 2016 (the “Amendment Effective Date”).
SUPPLEMENTAL INDENTURE NO. 1Supplemental Indenture • February 20th, 2020 • Intelsat S.A. • Communications services, nec • New York
SUPPLEMENTAL INDENTURE NO. 1 (this “Supplemental Indenture”), dated as of May 2, 2019, by and among INTELSAT JACKSON HOLDINGS S.A. (or its successor), a société anonyme existing under the laws of Luxembourg (the “Issuer”), INTELSAT US FINANCE LLC, a Delaware limited liability company and indirect subsidiary of the Issuer (the “New Guarantor”), the Issuer, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
INTELSAT S.A. TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENTTime-Based Restricted Stock Unit Award Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
THIS TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), is entered into as of [***], by and between Intelsat S.A., a société anonyme organized under the laws of Luxembourg (the “Company”), and [***] (the “Participant”).
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Second Amendment (“Amendment”) to the December 21, 2015 Employment Agreement (“Employment Agreement”) between Michael DeMarco (the “Executive”) and Intelsat US LLC (formerly known as Intelsat Corporation) is entered into by the undersigned parties.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This First Amendment (“Amendment”) to the January 9, 2018 Employment Agreement (“Employment Agreement”) between Samer Halawi (the “Executive”) and Intelsat US LLC (formerly known as Intelsat Corporation) is entered into by the undersigned parties.
Amendment to OPTION Agreement (Anti-dilution option)Option Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Amendment (“Amendment”) to the Option Agreement, effective as of April 18, 2013 (“Option Agreement”) between David McGlade (the “Executive”) and Intelsat S.A. (f/k/a Intelsat Global Holdings S.A.) is entered into by the undersigned parties and is effective as of October 24, 2014.
FIRST Amendment to Employment AgreementEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This First Amendment (“Amendment”) to the March 18, 2013 Employment Agreement, effective March 18, 2013 (“Employment Agreement”), between Michelle Bryan (the “Executive”) and Intelsat Corporation is entered into by the undersigned parties and is effective as of April 18, 2013.
AMENDMENT TO OPTION AGREEMENT (PERFORMANCE-BASED OPTION)Option Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Amendment (“Amendment”) to the Option Agreement, effective as of April 18, 2013 (“Option Agreement”) between David McGlade (the “Executive”) and Intelsat S.A. (f/k/a Intelsat Global Holdings S.A.) is entered into by the undersigned parties and is effective as of October 24, 2014.
AGREEMENT FOR THE ADHERENCE BY Intelsat Ventures S.à r.l. as a new Pledgor and as a new Company INTELSAT ALLIANCE LP as a new Pledgor TO THE LUXEMBOURG SHARES AND BENEFICIARY CERTIFICATES PLEDGE AGREEMENT DATED 12 JANUARY 2011, AS AMENDED AND FOR THE...Pledge Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Agreement for the Adherence by Intelsat Ventures S.à r.l. as a new Plegor and as a new Company and Intelsat Alliance LP as a new Pledgor to the Luxembourg Shares and Beneficiary Certificates Pledge Agreement dated 12 January 2011 (as amended from time to time) and for the Amendment of the Pledge Agreement, dated 2 July 2018 (the “Agreement”), has been entered by and,
LUXEMBOURG CLAIMS PLEDGE AGREEMENT BETWEEN INTELSAT JACKSON HOLDINGS S.A. INTELSAT INTERMEDIATE HOLDING COMPANY S.A. INTELSAT PHOENIX HOLDINGS S.A. INTELSAT SUBSIDIARY HOLDING COMPANY S.A. INTELSAT OPERATIONS S.A. INTELSAT (LUXEMBOURG) FINANCE COMPANY...Claims Pledge Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Luxembourg
(A)Intelsat Jackson Holdings S.A. (the “Borrower”) is party to a Credit Agreement dated the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among the Borrower, Intelsat (Luxembourg) S.A. (“Holdings”), the financial institutions or entities from time to time party thereto as lenders (the “Lenders”) and Bank of America, N.A., as Administrative Agent, and the other agent parties party thereto;
INTELSAT S.A. PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENTPerformance-Based Restricted Stock Unit Award Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT, including the Exhibit hereto (the “Agreement”), is entered into as of [***], by and between Intelsat S.A., a société anonyme organized under the laws of Luxembourg (the “Company”), and [***] (the “Participant”).
FIRST Amendment to Employment AgreementEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This First Amendment (“Amendment”) to the March 18, 2013 Employment Agreement, effective March 18, 2013 (“Employment Agreement”), between Stephen Spengler (the “Executive”) and Intelsat Corporation is entered into by the undersigned parties and is effective as of April 18, 2013.
INTELSAT S.A. OPTION AGREEMENTOption Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
This OPTION AGREEMENT (this “Agreement”) is effective as of Apri1 18, 2013 (the “Grant Date”), by Intelsat S.A. (formerly known as Intelsat Global Holdings S.A., and referred to herein as the “Company”) and David McGlade (the “Employee”).
COLLATERAL AGENCY AND INTERCREDITOR JOINDER - ADDITIONAL GRANTORS July 2, 2018Collateral Agency and Intercreditor Joinder • February 20th, 2020 • Intelsat S.A. • Communications services, nec
Reference is made to the Collateral Agency and Intercreditor Agreement, dated as of January 12, 2011 (as amended by that certain Collateral Agency and Intercreditor Joinder, dated as of March 29, 2016, and as may be further amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Agency and Intercreditor Agreement”), by and among INTELSAT CONNECT FINANCE S.A., a public limited liability company (société anonyme) existing as société anonyme under the laws of the Grand Duchy of Luxembourg, having its registered office at 4, rue Albert Borschette, L-1246 Luxembourg and registered with the Luxembourg trade and companies' register under number B210.760 (“Holdings”), INTELSAT JACKSON HOLDINGS S.A., a public limited liability company (société anonyme) existing as société anonyme under the laws of the Grand Duchy of Luxembourg, having its registered office at 4, rue Albert Borschette, L-1246 Luxembourg and registered with the Luxembourg
THIRD AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Third Amendment (“Amendment”) to the March 18, 2013 Employment Agreement (“Employment Agreement”) by and among Stephen Spengler (the “Executive”), Intelsat S.A. and Intelsat Management LLC is entered into by the undersigned parties and is effective as of December 31, 2017.
OPTION AGREEMENTOption Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
This OPTION AGREEMENT (this “Agreement”) is entered into as of April 18, 2013 by Intelsat S.A. (formerly known as Intelsat Global Holdings S.A., and referred to herein as the “Company”) and David McGlade (the “Employee”).
FIRST Amendment to OPTION AgreementOption Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This First Amendment (“Amendment”) to the Intelsat S. A. Nonqualified Option Award Agreement (“Option Agreement”) between DAVID PAUL MCGLADE (the “Participant”) and Intelsat S.A. (the “Company”), dated as of May 1, 2013, is entered into by the Company and made as of December 15, 2015.
FIRST Amendment to Employment AgreementEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This First Amendment (“Amendment”) to the December 21, 2015 Employment Agreement (“Employment Agreement”), between Michael DeMarco (the “Executive”) and Intelsat Corporation is entered into by the undersigned parties and is effective as of August 21, 2017.
January 16, 2016 FIRST Amendment to OPTION AgreementOption Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This First Amendment (“Amendment”) to the Intelsat S. A. Nonqualified Option Award Agreement (“Option Agreement”) between STEPHEN ROBERT SPENGLER (the “Participant”) and Intelsat S.A. (the “Company”), dated as of May 1, 2013, is entered into by the Company and made as of December 15, 2015.
SUPPLEMENT TO SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
SUPPLEMENT, dated as of July 2, 2018 (this “Supplement”), to the Security and Pledge Agreement, dated as of January 12, 2011 (as amended, restated, supplemented or otherwise modified from time to time, the “Security and Pledge Agreement”; capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms therein), among INTELSAT JACKSON HOLDINGS S.A. (the “Company”), each subsidiary of the Company listed on Annex A thereto (each such subsidiary individually, a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Company are referred to collectively herein as the “Grantors”), BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors and assigns, in such capacities the “Administrative Agent”) for the Lenders, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as collateral trustee (together with its successors and assigns, in such capacities the “Collateral Trustee”) for the be
AGREEMENT FOR THE ADHERENCE BY INTELSAT CONNECT FINANCE S.A. (as new Debtor) TO THE LUXEMBOURG CLAIMS PLEDGE AGREEMENT DATED 12 JANUARY 2011, AS AMENDED AND FOR THE AMENDMENT OF THE PLEDGE AGREEMENTLuxembourg Claims Pledge Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Agreement for the Adherence by Intelsat Connect to the Luxembourg Claims Pledge Agreement dated 12 January 2011 (as amended from time to time) as new Debtor and for the Amendment of the Pledge Agreement, dated 22 December 2016 (the “Agreement”), has been entered by and,
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Second Amendment (“Amendment”) to the March 18, 2013 Employment Agreement (“Employment Agreement”) by and among Michelle Bryan (the “Executive”), Intelsat S.A. and Intelsat Management LLC is entered into by the undersigned parties.
AGREEMENT FOR THE ADHERENCE BY INTELSAT Ventures S.à r.l. (as a new Pledgor and as a new Debtor) TO THE LUXEMBOURG CLAIMS PLEDGE AGREEMENT DATED 12 JANUARY 2011, AS AMENDED AND FOR THE AMENDMENT OF THE PLEDGE AGREEMENTLuxembourg Claims Pledge Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Agreement for the Adherence by Intelsat Ventures S.à r.l. to the Luxembourg Claims Pledge Agreement dated 12 January 2011 (as amended from time to time) as a new Pledgor and as a new Debtor and for the Amendment of the Pledge Agreement, dated 2 July 2018 (the “Agreement”), has been entered by and,
COLLATERAL AGENCY AND INTERCREDITOR JOINDER - ADDITIONAL GRANTORS May 3, 2019Collateral Agency and Intercreditor Joinder • February 20th, 2020 • Intelsat S.A. • Communications services, nec
Reference is made to the Collateral Agency and Intercreditor Agreement, dated as of January 12, 2011 (as amended by that certain Collateral Agency and Intercreditor Joinder, dated as of March 29, 2016, as further amended by that certain Collateral Agency and Intercreditor Joinder, dated as of June 29, 2018, as further amended by that certain Collateral Agency and Intercreditor Joinder, dated as of July 2, 2018, and as may be further amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Agency and Intercreditor Agreement”), by and among INTELSAT CONNECT FINANCE S.A., a public limited liability company existing as société anonyme under the laws of the Grand Duchy of Luxembourg, having its registered office at 4, rue Albert Borschette, L-1246 Luxembourg and registered with the Luxembourg trade and companies’ register under number B210.760 (“Holdings”), INTELSAT JACKSON HOLDINGS S.A., a public limited liability company existing a
INTELSAT S.A. DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTDirector Restricted Stock Unit Award Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec • Delaware
THIS DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), is entered into as of [***] (the “Date of Grant”), by and between Intelsat S.A., a société anonyme organized under the laws of Luxembourg (the “Company”), and [***] (the “Participant”).
FOURTH AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2020 • Intelsat S.A. • Communications services, nec
This Fourth Amendment (“Amendment”) to the March 18, 2013 Employment Agreement (“Employment Agreement”) by and among Stephen Spengler (the “Executive”), Intelsat S.A. and Intelsat Management LLC is entered into by the undersigned parties.
