EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2006 • Canadian Satellite Radio Holdings Inc. • Communications services, nec • Ontario
Employment Agreement dated December 5, 2005 (the “Effective Date”) between Canadian Satellite Radio Inc. (the “Corporation”) and Michael Washinushi (the “Executive”).
CANADIAN SATELLITE RADIO HOLDINGS INC. SHAREHOLDERS AGREEMENTShareholders Agreement • June 28th, 2006 • Canadian Satellite Radio Holdings Inc. • Communications services, nec • Ontario
THIS SHAREHOLDERS AGREEMENT is made as of the 17th day of November, 2005 between Canadian Satellite Radio Holdings Inc., a corporation incorporated under the laws of the Province of Ontario (the “Corporation”), Canadian Satellite Radio Inc., a corporation incorporated under the laws of Canada (“CSR”), Canadian Satellite Radio Investments Inc., a corporation existing under the laws of the Province of Ontario (“CSR InvestCo”), XM Satellite Radio Holdings Inc., a Delaware corporation (“XM Holdings”), and any person who is permitted by this Agreement to become a party after the date hereof and becomes a party hereto by executing an acknowledgement in the form annexed hereto as Schedule A (each, an “Additional Party”).
THIS XM SYSTEM LICENCE AGREEMENT (the “Agreement”) made as of the 17th day of November 2005 (the “Effective Date”).System Licence Agreement • June 28th, 2006 • Canadian Satellite Radio Holdings Inc. • Communications services, nec
WHEREAS, pursuant to the Memorandum of Agreement (“MOA”) dated August 7, 2003 among XM Satellite Radio Holdings Inc. (“XM Parent”), XM, CSR Parent and CSR, CSR has applied to the Canadian Radio-television and Telecommunications Commission (“CRTC”) for and has received a licence award, the licence to come into effect when certain conditions are met, to provide satellite digital audio radio services (“SDARS”) within Canada (the “CRTC Licence”) and Industry Canada intends to make available to all radio spectrum authorizations that are necessary to provide SDARS (the “IC Rights”, which, together with the CRTC Licence, constitutes the “Canadian Licences”).
DISTRIBUTION AGREEMENTDistribution Agreement • June 28th, 2006 • Canadian Satellite Radio Holdings Inc. • Communications services, nec • Ontario
THIS AGREEMENT, made as of the 10th of November, 2005 (the “Effective Date”), is by and between General Motors of Canada Limited (“GMCL”), a Canadian corporation that is a wholly owned subsidiary of General Motors Corporation, a Delaware corporation (“GM”), Canadian Satellite Radio Inc., a Canadian corporation (“CSR”) that is a wholly owned subsidiary of Canadian Satellite Holdings Inc., an Ontario corporation (“CSR Holdings”) and XM Satellite Radio Inc., a Delaware corporation (“XM Radio”), that is a wholly owned subsidiary of XM Satellite Radio Holdings Inc., a Delaware corporation (“XM Holdings” and, collectively, “XM”).
PROGRAMMING AGREEMENTProgramming Agreement • June 28th, 2006 • Canadian Satellite Radio Holdings Inc. • Communications services, nec • Ontario
WHEREAS, XM operates a satellite system along with a terrestrial repeater network (the “XM System”) that presently provides digital audio radio service (“DARS”) in the United States pursuant to authorizations issued by the Federal Communications Commission (the “FCC”); and
CREDIT AGREEMENT among CANADIAN SATELLITE RADIO INC., as Borrower CANADIAN SATELLITE RADIO HOLDINGS INC., as Guarantor and XM SATELLITE RADIO HOLDINGS INC. as Lender Dated as of the 17th day of November 2005Credit Agreement • June 28th, 2006 • Canadian Satellite Radio Holdings Inc. • Communications services, nec • Ontario
CREDIT AGREEMENT (this “Agreement”), dated as of the 17th day of November 2005, by and among CANADIAN SATELLITE RADIO INC., a corporation incorporated under the laws of Canada (the “Borrower”), CANADIAN SATELLITE RADIO HOLDINGS INC., a corporation incorporated under the laws of Ontario, as the parent guarantor (“Holdings,” and together with the Borrower, “CSR”), and XM SATELLITE RADIO HOLDINGS INC., a Delaware corporation (the “Lender”).
