SatixFy Communications Ltd. Sample Contracts

AMENDED AND RESTATED WARRANT AGREEMENT
Warrant Agreement • January 13th, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 27, 2022, is by and between CF Principal Investments LLC, a Delaware limited liability company (the “Investor”), and SatixFy Communications Ltd., a company organized under the laws of the State of Israel (the “Company”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 16th, 2022 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment

THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of ____________________, 2022, is entered into by and between SatixFy Communications Ltd., a private company incorporated under the laws of the State of Israel, company registration No. 51-613503-5 (the “Company”), and the undersigned Director or Officer of the Company whose name appears on the signature page hereto (the “Indemnitee”).

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Three‐Party Escrow Service Agreement
Party Escrow Service Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment

From time to time, technology escrow beneficiaries may exercise their right to perform verification services. The services are provided for the purpose of validating relevance, completeness, currency, accuracy and functionality of Deposit Material.

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CERTAIN IDENTIFIED INFORMATION MARKED [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.
Non-Disclosure Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

NOW THEREFORE in consideration of the mutual covenants and agreements contained in this Agreement and other good and valuable consideration (the receipt and sufficiency of which are acknowledged), the Parties agree as follows:

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CONSENT, WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • September 5th, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This CONSENT, WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of June 2, 2023 (the “Amendment Effective Date”), is entered into by and among SatixFy Communications Ltd, a limited liability company organized under the laws of Israel with company registration number 51-613503-5 (the “Borrower”), the lenders party hereto (the “Lenders”), and Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, the “Administrative Agent”).

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FPA TERMINATION AGREEMENT
Fpa Termination Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This FPA TERMINATION AGREEMENT, dated October 31, 2023 (this “Agreement”), is by and among ACM ARRT G LLC (“Seller”), SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (“Counterparty”) and Endurance Acquisition Corp., a Cayman Islands exempted company (“Endurance”).

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EMPLOYMENT CONTRACT
SatixFy Communications Ltd. • March 29th, 2024 • Radio & tv broadcasting & communications equipment
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License Agreement
License Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This License Agreement ("Agreement"), dated as of [___] (the "Effective Date"), is by and between MacDONALD, DETTWILER AND ASSOCIATES CORPORATION, a corporation organized under the laws of Canada, having its office at 21025 Trans 1025 Trans-Canada Hwy. Sainte-Anne-De-Bellevue, QC H9X 3R2 ("Licensee "), and SatixFy UK Limited and Satixfy Israel Ltd. (collectively, "Licensor") (collectively, the "Parties," or each, individually, a "Party").

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WARRANT LETTER AGREEMENT
Warrant Letter Agreement • January 19th, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment

THIS WARRANT LETTER AGREEMENT (this “Agreement”), dated as of January 12, 2023, is by and between SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (the “Company” or “TopCo”), Endurance Antarctica Partners, LLC (the “Sponsor”) and CF Principal Investments LLC (“Cantor” and, together with the Sponsor, the “Holders”). Capitalized terms used, but not otherwise defined, herein shall have the respective meanings given to such terms in the Amended and Restated Warrant Agreement attached hereto as Exhibit A.

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WARRANT LETTER AGREEMENT
Warrant Letter Agreement • January 13th, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment

THIS WARRANT LETTER AGREEMENT (this “Agreement”), dated as of January 12, 2023, is by and between SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (the “Company” or “TopCo”), Endurance Antarctica Partners, LLC (the “Sponsor”) and Cantor Fitzgerald and Co. (“Cantor” and, together with the Sponsor, the “Holders”). Capitalized terms used, but not otherwise defined, herein shall have the respective meanings given to such terms in the Amended and Restated Warrant Agreement attached hereto as Exhibit A.

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FPA TERMINATION AGREEMENT
Fpa Termination Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This FPA TERMINATION AGREEMENT, dated October 31, 2023 (this “Agreement”), is by and among Vellar Opportunity Fund SPV LLC – Series 7 (“Seller”), SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (“Counterparty”) and Endurance Acquisition Corp., a Cayman Islands exempted company (“Endurance”).

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CONSENT, WAIVER AND FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This CONSENT, WAIVER AND FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 31, 2023 (the “Amendment Effective Date”), is entered into by and among SatixFy Communications Ltd, a limited liability company organized under the laws of Israel with company registration number 51-613503-5 (the “Borrower”), the lenders party hereto (the “Lenders”), and Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, the “Administrative Agent”).

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CERTAIN IDENTIFIED INFORMATION MARKED [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.
Non-Competition Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

NOW THEREFORE in consideration of the mutual covenants and agreements contained in this Agreement and other good and valuable consideration (the receipt and sufficiency of which are acknowledged), the Parties agree as follows:

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WAIVER AND SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 27th, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This WAIVER AND SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of April 23, 2023 (the “Amendment Effective Date”), is entered into by and among SatixFy Communications Ltd, a limited liability company organized under the laws of Israel with company registration number 51-613503-5 (the “Borrower”), the lenders party hereto (the “Lenders”), and Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, the “Administrative Agent”).

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CONSENT AND FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

This CONSENT AND FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 31, 2023 (the “Amendment Effective Date”), is entered into by and among SatixFy Communications Ltd, a limited liability company organized under the laws of Israel with company registration number 51-613503-5 (the “Borrower”), the lenders party hereto (the “Lenders”), and Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, the “Administrative Agent”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 21st, 2022 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment

THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of November 21, 2022, by and between SatixFy Communications Ltd. (the “Company”) and Vellar Opportunity Fund SPV LLC – Series 7 (the “Buyer”).

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CERTAIN IDENTIFIED CONFIDENTIAL INFORMATION MARKED [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS (I) THE TYPE THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL AND (II) NOT MATERIAL.
Share Purchase Agreement • August 31st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • England and Wales
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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • New York

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of September 13, 2022 (the “Amendment Effective Date”), is entered into by and among SatixFy Communications Ltd, a limited liability company organized under the laws of Israel with company registration number 51-613503-5 (the “Borrower”), the lenders party hereto (the “Lenders”), and Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, the “Administrative Agent”).

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Master Purchase Agreement
Master Purchase Agreement • November 1st, 2023 • SatixFy Communications Ltd. • Radio & tv broadcasting & communications equipment • England and Wales

MacDONALD, DETTWILER AND ASSOCIATES CORPORATION, a corporation organized under the laws of Canada with company registration number 1163280531, having its office at 21025 Trans-Canada Highway, Sainte-Anne-de-Bellevue, Québec, Canada H9X 3R2 (the "Buyer")

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