ViaSat Clause Samples

ViaSat. Satellite Ventures Holdings France SAS, a French Societe par Actions simplifiee Number of Shares issued: 37,000 shares Sole Shareholder: ViaSat Satellite Holdings Luxembourg S.a.r.l. 17. ViaSat Credit, LLC, a Delaware limited liability company 100% Member Interests owned by ViaSat Credit Corp. 18. ViaSat Satellite Ventures U.S. I, LLC, a Delaware limited liability company 100% Member Interests owned by VSV I Holdings, LLC.

ViaSat. Canada Company, a Nova Scotia Unlimited Liability Company Number of Shares issued: 100,000 shares Sole Shareholder: ViaSat, Inc.

ViaSat. 1. SS/L has entered into the Satellite Contract, providing for the design, manufacture and delivery of ViaSat-1. Schedule 2 contains an overview of the Satellite functionality and Schedule 4 contains the Satellite specifications, as specified in the Satellite Contract as of the date of this Agreement. ▇▇▇▇▇▇▇ acknowledges and agrees that LORAL reserves the right to modify such design, grant waivers under the Satellite Contract or amend the Beam Sharing Agreement, provided, however, such modifications, waivers or amendments do not have an adverse material affect on the ability of the ▇▇▇▇▇▇▇ Capacity to achieve the Minimum Performance Specifications (a “Material Change”). LORAL shall consult with ▇▇▇▇▇▇▇ in determining any changes or modifications to the positioning or characteristics of the Canadian Payload, and consider comments from ▇▇▇▇▇▇▇ in good faith. On a monthly basis, LORAL shall, subject to Section 8.3, provide ▇▇▇▇▇▇▇ with a progress briefing on ViaSat-1, and consider comments from ▇▇▇▇▇▇▇ in good faith. In the event there are delays, performance issues, regulatory issues or contractual issues that are expected to result in a Material Change, LORAL will, on a timely basis, provide information in respect thereof to ▇▇▇▇▇▇▇, seek input from ▇▇▇▇▇▇▇ and will work with ▇▇▇▇▇▇▇ in designing mitigation strategies. Without limiting the generality of the foregoing, LORAL will consider in good faith any input from ▇▇▇▇▇▇▇ on Material Changes that primarily affect the ▇▇▇▇▇▇▇ Capacity and will follow such input to the extent it is commercially reasonable for LORAL to do so. ▇▇▇▇▇▇▇ understands and agrees and LORAL represents and warrants that LORAL will be, at the intentional ignition of the launch of ViaSat-1, the owner and, either directly or through third parties, the operator of the Canadian Payload. Except for spillover capacity used by ViaSat, the only User Beams on ViaSat-1 operating in Canada will be the Canadian Payload.

ViaSat agrees to ship replacement SMTS or SMTS Software by the most expedient means available, within 12 hours after receipt of notification of the defective unit from ViaSat authorized repair facility.

ViaSat. Brasil may exercise or cease to exercise any and all rights provided for in this Agreement in its sole discretion. Under no circumstances will Viasat Brasil be obliged to explain, comment, assume responsibility for the exercise or not of effectiveness of these rights.

ViaSat. Brasil may, in its sole discretion and at any time, terminate the Agreement if the User violates the applicable laws and/or provisions of this Agreement or the policies and documents thereof.

ViaSat. INC. -------------------------- By /s/ [ILLEGIBLE] ------------------------ Title Vice President ---------------------

ViaSat reserves the right to suspend provision of any or all Services until payment in accordance with this Agreement, including payment for Services and all interest owed, is received by ViaSat.

ViaSat. Satellite Ventures, U.S. II, LLC, a Delaware limited liability company 100% Member Interests owned by VSV II Holdings, LLC