Primewatch Inc Sample Contracts

Primewatch Inc – FIRST AMENDMENT (March 8th, 1999)

1 EXHIBIT 10.17 FIRST AMENDMENT FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), dated as of February 10, 1999, among GOLDEN SKY HOLDINGS, INC., a corporation organized and existing under the laws of the State of Delaware ("Holdings"), GOLDEN SKY SYSTEMS, INC., a corporation organized and existing under the laws of the State of Delaware (the "Borrower"), the Banks party hereto from time to time, PARIBAS (formerly known as Banque Paribas), as Syndication Agent, FLEET NATIONAL BANK, as Administrative Agent, and GENERAL ELECTRIC CAPITAL CORPORATION, as Documentation Agent. Unless otherwise defined herein, all capitalized terms used herein shall have the respective meanings provided such terms in the Credit Agreement referred to below. W I T N E S S E T H : WHEREAS, the Borrower, the Banks

Primewatch Inc – OFFICE BUILDING LEASE (March 8th, 1999)

1 EXHIBIT 10.18 OFFICE BUILDING LEASE WITNESSETH, that for and in consideration of mutual covenants, Landlord and Tenant hereby agree as follows: SECTION A - BASIC LEASE DEFINITIONS. DATE OF LEASE: January 27, 1999 LANDLORD: ON-SITE MANAGER: Belletower Partners, L.L.C. CRES Management Company 4528 Belleview Kansas City, Missouri 64111 TENANT: Golden Sky Systems, Inc. BUILDING: The multiple story building at 4700 Belleview, Kansas City, Missouri 64112, which contains a total of approximately 81,917 net rentable feet. BUILDING LAND: The land described on Exhibit "A" attached hereto and incorporated herein by this reference. TOTA

Primewatch Inc – CREDIT AGREEMENT (January 26th, 1999)

1 Exhibit 10.2 The Company has omitted from this Exhibit 10.2 a portion of the Schedules hereto for which the Company has requested confidential treatment under Rule 406 under the Securities Act of 1933, as amended. The portion of this Agreement for which confidential treatment has been requested is marked "[**]," and such confidential portion has been filed separately with the Securities and Exchange Commission. $150,000,000 AMENDED AND RESTATED CREDIT AGREEMENT among GOLDEN SKY HOLDINGS, INC., GOLDEN SKY SYSTEMS, INC., VARIOUS BANKS, BANQUE PARIBAS, as Syndication Agent, FLEET N

Primewatch Inc – GUARANTEE (December 24th, 1998)

1 EXHIBIT 4.6 GUARANTEE For value received, the undersigned hereby unconditionally guarantees to the Holder of this Security the cash payments in United States dollars of principal of, premium, if any, and interest on this Security in the amounts and at the time when due and interest on the overdue principal, premium, if any, and interest, if any, of this Security, if lawful, and the payment or performance of all other obligations of the Company under the Indenture or the Securities, to the Holder of this Security and the Trustee, all in accordance with and subject to the terms and limitations of this Security, Article Fifteen of the Indenture and this Guarantee. This Guarantee will become effective in accordance with Article Fifteen of the Indenture and its terms shall be evidenced therein. The validity and enforceability of any Guarantee shall not be affected by th

Primewatch Inc – GUARANTEE (December 24th, 1998)

1 EXHIBIT 4.7 GUARANTEE For value received, the undersigned hereby unconditionally guarantees to the Holder of this Security the cash payments in United States dollars of principal of, premium, if any, and interest on this Security in the amounts and at the time when due and interest on the overdue principal, premium, if any, and interest, if any, of this Security, if lawful, and the payment or performance of all other obligations of the Company under the Indenture or the Securities, to the Holder of this Security and the Trustee, all in accordance with and subject to the terms and limitations of this Security, Article Fifteen of the Indenture and this Guarantee. This Guarantee will become effective in accordance with Article Fifteen of the Indenture and its terms shall be evidenced therein. The validity and enforceability of any Guarantee shall not be affected by th

Primewatch Inc – CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT (December 24th, 1998)

1 EXHIBIT 10.15 GOLDEN SKY SYSTEMS, INC. CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT Employee Name: John R. Hager Date: August 24, 1998 In consideration of my employment by Golden Sky Systems, Inc. (the "Company"), I, the above-named Employee, hereby agree with the Company as follows. 1. Definitions (a) Proprietary Information. As used in this Agreement, "Proprietary Information" means information which the Company possesses or to which the Company has rights which has commercial value. Proprietary Information includes, by way of example and without limitation, trade secrets, product ideas, designs, configurations, processes, techniques, formulas, software, improvements, inventions, data, know-how, copyrightable materials, marketing plans and strategies, sales and financial reports and forecasts, an

Primewatch Inc – NRTC/MEMBER AGREEMENT (December 24th, 1998)

1 EXHIBIT 10.3 FORM OF NRTC/MEMBER AGREEMENT FOR MARKETING AND DISTRIBUTION OF DBS SERVICES This Agreement is made by and between the NATIONAL RURALTELECOMMUNICATIONS COOPERATIVE, a District of Columbia corporation ("NRTC"),________________________ ("Member") on this ___ day of ______________, 199__. Capitalized terms used herein and not otherwise defined shall have the meaning given them in the Exhibits. WHEREAS, Hughes Communications Galaxy, Inc. ("HCG") has obtained authorization from the Federal Communication Commission ("FCC") to construct, launch and operate one or more satellites and to transmit on 27 frequencies (the "HCG Frequencies") from the 101(degree) W.L. orbital location to provide Ku-Band Direct Broadcast Service ("DBS") to the Continental United States ("CON

Primewatch Inc – CREDIT AGREEMENT (December 24th, 1998)

1 Exhibit 10.2 The Company has omitted from this Exhibit 10.2 a portion of the Schedules hereto for which the Company has requested confidential treatment under Rule 406 under the Securities Act of 1933, as amended. The portion of this Agreement for which confidential treatment has been requested is marked "[CONFIDENTIAL TREATMENT REQUESTED]," and such confidential portion has been filed separately with the Securities and Exchange Commission. $150,000,000 AMENDED AND RESTATED CREDIT AGREEMENT among GOLDEN SKY HOLDINGS, INC., GOLDEN SKY SYSTEMS, INC., VARIOUS BANKS, BANQUE PARIBAS, as Syndication Agent,