SECOND LIEN CREDIT AGREEMENT Dated as of July 1, 2015 among EMC ACQUISITION, LLC, as Holdings, EMERGING MARKETS COMMUNICATIONS, LLC, as the Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, MORGAN STANLEY SENIOR FUNDING, INC., as...Credit Agreement • August 9th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • New York
This SECOND LIEN CREDIT AGREEMENT is entered into as of July 1, 2015, among EMC ACQUISITION, LLC, a Delaware limited liability company, EMERGING MARKETS COMMUNICATIONS, LLC, a Delaware limited liability company, the Guarantors party hereto from time to time, MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent, and each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”).
August 9, 2016Global Eagle Entertainment Inc. • August 9th, 2016 • Communications services, nec • California
Global Eagle Entertainment Inc. (the “Company”) is providing you this letter agreement (this Agreement”), which amends and restates your prior Offer of Employment dated September 9, 2013 (the “Original Offer”), on the following terms:
SECOND LIEN SECURITY AGREEMENT dated as ofSecond Lien Security Agreement • August 9th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • New York
SECOND LIEN SECURITY AGREEMENT dated as of July 1, 2015 (as amended, restated, amended and restated, supplemented and otherwise modified from time to time, the “Agreement”), by and among the Grantors (as defined below) and Morgan Stanley Senior Funding, Inc., as Administrative Agent for the Secured Parties (in such capacity and together with its successors and permitted assigns in such capacity, the “Administrative Agent”).
NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • August 9th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • Delaware
This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of May 9, 2016, by and among Global Eagle Entertainment Inc., a Delaware corporation (“Buyer”), and EMC Intermediate LLC, a Delaware limited liability company (the “Company”), on the one hand, and Abel Avellan (the “Restricted Party”), on the other hand. Buyer, the Company and the Restricted Party are referred to collectively herein as the “Parties” and individually as a “Party.”
August 9, 2016Letter Agreement • August 9th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • California
Global Eagle Entertainment Inc. (the “Company”) is providing you this letter agreement (this “Agreement”), which amends and restates your prior Offer of Employment dated May 23, 2014 (as supplemented by that certain notice of promotion dated January 5, 2015 and as amended by that certain letter dated June 23, 2016, the “Original Offer”), on the following terms:
Re: Amended and Restated Employment LetterLetter Agreement • August 9th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • Virginia
Global Eagle Entertainment Inc. (the “Company”) is providing you this letter agreement (this “Agreement”), which amends and restates your prior Offer of Employment, dated August 4, 2015 (the “Original Offer”), on the following terms:
FIRST LIEN SECURITY AGREEMENT dated as ofFirst Lien Security Agreement • August 9th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • New York
FIRST LIEN SECURITY AGREEMENT dated as of July 1, 2015 (as amended, restated, amended and restated, supplemented and otherwise modified from time to time, the “Agreement”), by and among the Grantors (as defined below) and Morgan Stanley Senior Funding, Inc., as Administrative Agent for the Secured Parties (in such capacity and together with its successors and permitted assigns in such capacity, the “Administrative Agent”).
