Loral Space & Communications Inc. Sample Contracts

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (November 29th, 2018)

THIS AGREEMENT (this “Agreement”), executed this 28th day of November 2018 by and among Telesat Canada (the “Company”), Daniel Goldberg (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 20, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – AWARD AGREEMENT FOR RESTRICTED SHARE UNITS (November 29th, 2018)

THIS AGREEMENT (this “Agreement”), executed this 28th day of November 2018 by and among Telesat Canada (the “Company”), Daniel Goldberg (the “Participant”), and for the purposes of Sections 6, 7, 8, 10, 11 and 13 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 6, 7, and 16 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 10(b) and 13, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (November 29th, 2018)

THIS AGREEMENT (this “Agreement”), executed this 28th day of November 2018 by and among Telesat Canada (the “Company”), Daniel Goldberg (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 20, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (September 6th, 2018)

THIS AGREEMENT (this “Agreement”), executed this 25th day of June 2018 by and among Telesat Canada. (the “Company”), Erwin C. Hudson (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (March 15th, 2018)

THIS AGREEMENT, made as of this the 25th day of August 2017 among Telesat Canada, formed as a result of an amalgamation of Telesat Holdings Inc., Telesat Interco Inc. and Telesat Canada on January 1, 2017 (the “Company”), Michel G. Cayouette (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (January 29th, 2016)

THIS AGREEMENT (this “Agreement”), executed this 28th day of January 2016 by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Michael C. Schwartz (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – Loral Space & Communications Inc. (January 22nd, 2016)
Loral Space & Communications Inc. – SETTLEMENT AGREEMENT (September 8th, 2014)

This Settlement Agreement (the “Agreement”) is made by and among ViaSat, Inc. (“ViaSat”), Space Systems/Loral, LLC (f/k/a Space Systems/Loral, Inc.) (“SS/L”), Loral Space & Communications Inc. (“LS&C”), and (with respect to Section 4.2) MacDonald, Dettwiler and Associates Ltd. (“MDA”). The effective date of this Agreement shall be the date of last signature (“Effective Date”).

Loral Space & Communications Inc. – RELEASE AGREEMENT (September 8th, 2014)

This RELEASE AGREEMENT (this “Release”) is made and entered into as of the 5th day of September, 2014 by and among LORAL SPACE & COMMUNICATIONS INC., a Delaware corporation (“Loral”), SPACE SYSTEMS/LORAL, LLC, a Delaware limited liability company (the “Company”), MACDONALD, DETTWILER AND ASSOCIATES LTD., a Canadian corporation (“MDA”), and MDA COMMUNICATIONS HOLDINGS, INC., a Delaware corporation and a wholly-owned subsidiary of MDA (“Purchaser” and together with MDA and the Company, the “MDA Parties”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Purchase Agreement (as defined below).

Loral Space & Communications Inc. – MDA/Loral Dispute Resolution (September 8th, 2014)
Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (November 20th, 2013)

THIS AGREEMENT (this “Agreement”), executed this 18th day of November, 2013 (in respect of a grant made the 5th day of April) by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Michel G. Cayouette (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (November 20th, 2013)

THIS AGREEMENT (this “Agreement”), executed this 18th day of November, 2013 (in respect of a grant made the 5th day of April 2013) by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Daniel Goldberg (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (November 20th, 2013)

THIS AGREEMENT, executed this 18th day of November, 2013 (in respect of a grant made the 5th day of April 2013) by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Paul D. Bush (the “Participant”), and for the purposes of Sections 10, 11, 12 and 13 only, Loral Space & Communications Inc. (“Loral”) and the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Section 15, 4440480 Canada Inc. (the “Special Purchaser”).

Loral Space & Communications Inc. – AMENDED AND RESTATED NOTE (April 3rd, 2013)
Loral Space & Communications Inc. – AMENDMENT NO. 2 TO PURCHASE AGREEMENT (April 3rd, 2013)

This Amendment No. 2 to Purchase Agreement (this “Amendment”), dated as of March 28, 2013, is entered into by and among SPACE SYSTEMS/LORAL, LLC (formerly called SPACE SYSTEMS/LORAL, INC.), a Delaware limited liability company (the “Company”), LORAL SPACE & COMMUNICATIONS INC., a Delaware corporation (the “Seller”), MACDONALD, DETTWILER AND ASSOCIATES LTD., a Canadian corporation (“MDA”), and MDA COMMUNICATIONS HOLDINGS, INC., a Delaware corporation and a wholly-owned subsidiary of MDA (“Purchaser” and, together with MDA and the Company, the “Purchaser Parties”). Capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings ascribed to them in the Purchase Agreement (as defined below).

Loral Space & Communications Inc. – CONSULTING AGREEMENT (March 18th, 2013)

This Agreement is made by and between Loral Space & Communications Inc., a corporation organized and existing under the laws of the State of Delaware, with offices at 600 Third Avenue, New York, New York 10016 (hereinafter “Loral” or the “Company”), and Harvey B. Rein, with an address at 12 Denicola Place, Stamford, CT 06905 (hereinafter referred to as “Consultant”). Loral and Consultant are hereinafter collectively referred to as the “Parties” and individually as a “Party.”

Loral Space & Communications Inc. – GENERAL RELEASE AND SEPARATION AGREEMENT (March 18th, 2013)

This General Release and Separation Agreement (the “Agreement”) is made by and between Loral Space & Communications Inc. (“Loral” or the “Company”) and Harvey B. Rein (“Employee”). This Agreement is made in light of the following facts:

Loral Space & Communications Inc. – RESTRICTED STOCK UNIT AGREEMENT UNDER THE LORAL SPACE & COMMUNICATIONS INC. 2005 STOCK INCENTIVE PLAN (March 1st, 2013)

THIS AGREEMENT (the “Agreement”) is made as of the 22nd day of May, 2012 (the “Grant Date”), by and between LORAL SPACE & COMMUNICATIONS INC. (the “Company”) and ___________ (the “Grantee”).

Loral Space & Communications Inc. – GENERAL RELEASE AND SEPARATION AGREEMENT (December 17th, 2012)

This General Release and Separation Agreement (the “Agreement”) is made by and between Loral Space & Communications Inc. (“Loral” or the “Company”) and Richard P. Mastoloni (“Employee”). This Agreement is made in light of the following facts:

Loral Space & Communications Inc. – CONSULTING AGREEMENT (December 17th, 2012)

This Agreement is made by and between Loral Space & Communications Inc., a corporation organized and existing under the laws of the State of Delaware, with offices at 600 Third Avenue, New York, New York 10016 (hereinafter “Loral” or the “Company”), and Richard P. Mastoloni, with an address at Two Justin Road, Harrison, NY 10568 (hereinafter referred to as “Consultant”). Loral and Consultant are hereinafter collectively referred to as the “Parties” and individually as a “Party.”

Loral Space & Communications Inc. – GENERAL RELEASE (December 17th, 2012)

This General Release Agreement (the “Agreement”) is made by and between Loral Space & Communications Inc. (“Loral” or the “Company”), and Michael B. Targoff (“Employee”).

Loral Space & Communications Inc. – CONSULTING AGREEMENT (December 17th, 2012)

This Agreement is made by and between Loral Space & Communications Inc., a corporation organized and existing under the laws of the State of Delaware, with offices at 600 Third Avenue, New York, New York 10016 (hereinafter “Loral” or the “Company”), and Michael B. Targoff, with an address at 1016 Old White Plains Road, Mamaroneck, NY 10543 (hereinafter referred to as “Consultant”). Loral and Consultant are hereinafter referred to collectively as the “Parties” and individually as a “Party.”

Loral Space & Communications Inc. – PRO FORMA EFFECT ON LORAL SPACE & COMMUNICATIONS INC. OF THE SALE OF SPACE SYSTEMS/LORAL, LLC (November 21st, 2012)

The following unaudited pro forma condensed consolidated statements of operations for the nine months ended September 30, 2012 and the years ended December 31, 2011, 2010 and 2009 and the unaudited pro forma condensed consolidated balance sheet as of September 30, 2012 give effect to the sale (the “Sale”) by Loral Space & Communications Inc. (“Loral”) of its wholly-owned subsidiary, Space Systems/Loral, LLC (formerly known as Space Systems/Loral, Inc.) (“SS/L”), to MDA Communications Holdings, Inc. (“MDA Holdings”), a subsidiary of MacDonald, Dettwiler and Associates Ltd. (“MDA”), and the special distribution to shareholders in connection with the receipt of proceeds from the Sale. Pursuant to the purchase agreement (the “Purchase Agreement”), dated June 26, 2012, by and among Loral, SS/L, MDA and MDA Holdings, as amended on October 30, 2012, in a series of transactions described below, Loral received total cash payments of $967.9 million plus a three-year promissory note in the princi

Loral Space & Communications Inc. – NOTE (November 5th, 2012)
Loral Space & Communications Inc. – AMENDMENT NO. 1 TO PURCHASE AGREEMENT (November 5th, 2012)

This Amendment No. 1 to Purchase Agreement (this “Amendment”), dated as of October 30, 2012, is entered into by and among SPACE SYSTEMS/LORAL, INC., a Delaware corporation (the “Company”), LORAL SPACE & COMMUNICATIONS INC., a Delaware corporation (the “Seller”), MACDONALD, DETTWILER AND ASSOCIATES LTD., a Canadian corporation (“MDA”), and MDA COMMUNICATIONS HOLDINGS, INC., a Delaware corporation and a wholly-owned subsidiary of MDA (“Purchaser” and, together with MDA, “Purchaser Parties”). Capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings ascribed to them in the Purchase Agreement (as defined below).

Loral Space & Communications Inc. – RESTRICTED STOCK UNIT AGREEMENT UNDER THE LORAL SPACE & COMMUNICATIONS INC. 2005 STOCK INCENTIVE PLAN (August 9th, 2012)

THIS AGREEMENT (the “Agreement”) is made as of the 22nd day of May, 2012 (the “Grant Date”), by and between LORAL SPACE & COMMUNICATIONS INC. (the “Company”) and (the “Grantee”).

Loral Space & Communications Inc. – PURCHASE AGREEMENT By and Among LORAL SPACE & COMMUNICATIONS INC., SPACE SYSTEMS/LORAL, INC., MACDONALD, DETTWILER AND ASSOCIATES LTD., and MDA COMMUNICATIONS HOLDINGS, INC. Dated as of June 26, 2012 (June 28th, 2012)
Loral Space & Communications Inc. – FIRST AMENDMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT (February 29th, 2012)

FIRST AMENDMENT dated as of December 8, 2011 (this “Amendment”) made with respect to the Amended and Restated Credit Agreement dated as of December 20, 2010 (as in effect on the date of this Amendment, the “Credit Agreement”), among SPACE SYSTEMS/LORAL, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), CREDIT SUISSE SECURITIES (USA) LLC, as documentation agent (in such capacity, the “Documentation Agent”), ING BANK N.V., as syndication agent (in such capacity, the “Syndication Agent”), and JPMORGAN CHASE BANK, N.A., as administrative agent.

Loral Space & Communications Inc. – RESTRICTED STOCK UNIT AGREEMENT UNDER THE LORAL SPACE & COMMUNICATIONS INC. 2005 STOCK INCENTIVE PLAN (February 29th, 2012)

THIS AGREEMENT (the “Agreement”) is made as of the 24th day of May, 2011 (the “Grant Date”), by and between LORAL SPACE & COMMUNICATIONS INC. (the “Company”) and (the “Grantee”).

Loral Space & Communications Inc. – SECOND AMENDMENT OF EMPLOYMENT AGREEMENT (January 17th, 2012)

THIS SECOND AMENDMENT (this “Amendment”), made as of 17th day of January, 2012 and effective as of December 31, 2011, of the Employment Agreement, dated as of May 28, 2006 and as amended and restated as of December 17, 2008, and as further amended by First Amendment of Employment Agreement made as July 19, 2011 (as amended, the “Original Agreement”), by and between Loral Space & Communications, Inc., a Delaware corporation (hereinafter referred to as the “Company”) and Michael B. Targoff (the “Executive”);

Loral Space & Communications Inc. – Loral Space & Communications Inc. Severance Policy for Corporate Officers (Amended and Restated as of August 4, 2011) Plan Document (August 9th, 2011)
Loral Space & Communications Inc. – FIRST AMENDMENT OF EMPLOYMENT AGREEMENT (July 20th, 2011)

THIS FIRST AMENDMENT (this “Amendment”), made as of the 19th day of July, 2011 and effective as of December 31, 2010, of the Employment Agreement, dated as of May 28, 2006 and as amended and restated as of December 17, 2008 (the “Original Agreement”), by and between Loral Space & Communications, Inc., a Delaware corporation (hereinafter referred to as the “Company”) and Michael B. Targoff (the “Executive”);

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (June 13th, 2011)

THIS AGREEMENT (this “Agreement”), executed this 20th day of May 2011 amends and restates a grant made on the 19th day of September 2008 by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Daniel Goldberg (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (June 13th, 2011)

THIS AGREEMENT (this “Agreement”), executed this 31st day of May 2011 amends and restates a grant made on the 19th day of September 2008 by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Michael C. Schwartz (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

Loral Space & Communications Inc. – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (June 13th, 2011)

THIS AGREEMENT (this “Agreement”), executed this 31st day of May 2011 amends and restates a grant made on the 19th day of September 2008 by and among Telesat Holdings Inc. (the “Company”), Telesat Canada (the “Employer”), Michel G. Cayouette (the “Participant”), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. (“Loral”), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board (“PSP”), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the “Special Purchaser”, collectively with the Company, the Employer, the Participant, Loral and PSP, the “Parties”).

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