irdm-ex103_219.htm



Exhibit 10.3

 

AMENDMENT NO. 19

 

 

TO THE 

 

 

PRODUCTS AND SERVICES AGREEMENT 

 

NO. AIR-12-001

 

 

 

BETWEEN

 

 

AIREON LLC

 

AND

 

HARRIS CORPORATION 

Government Communications System Division

 

 

For

 

 

Automatic Dependent Surveillance-Broadcast (ADS-B) Payload Development




*** Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.



 

 

PREAMBLE

 

This Amendment No. 19 (the “Amendment”) to the Products and Services Agreement for ADS-B Payload Development No. AIR-12-001, effective June 19, 2012 between Aireon LLC and Harris Corporation, Government Communications Systems Division (the “Agreement”) is entered into on this 7th day of January, 2016, by and between Aireon LLC, a limited liability company organized and existing under the laws of Delaware, having its office at 1750 Tysons Boulevard, Suite 1400, McLean, VA 22102 (“Aireon”) and Harris Corporation, Government Communications Systems Division organized in the state of Delaware with offices located at 2400 Palm Bay Road NE, Palm Bay, Florida 32905 USA (“Contractor”). 

 

 

RECITALS

 

 

WHEREAS, Aireon and Contractor have engaged in discussions relating to changes each would like to incorporate in the Agreement; and

 

WHEREAS, the Parties now desire to amend Article 5.1 and Exhibit C of the Agreement to add an additional [***].

 

NOW, THEREFORE, in consideration of the foregoing, the agreements contained herein, the payments to be made by Aireon to Contractor under the Agreement and other good and valid consideration, the receipt and adequacy of which are hereby expressly acknowledged, and intending to be legally bound, the Parties hereby amend the Agreement as follows:

 


	
1.
	
 Capitalized terms used but not defined in this Amendment shall have the meanings ascribed thereto in the Agreement.




 


	
2.
	
Article 5.1 Firm Fixed Price first paragraph is hereby deleted and replaced in its entirety as follows:




 

“The total price to be paid by Aireon to Contractor for the Work to be performed under this Agreement, including all of the Deliverable set forth in the Statement of Work, shall be a total firm fixed price of One Hundred Fourteen Million Nine Hundred Nine Thousand and Sixty Five U.S. dollars (U.S. $114,909,065.00) (the “Firm Fixed Price”), to be paid in accordance with Exhibit C Milestone Payment Plan.  The firm fixed price set forth above includes [***].”

 


	
3.
	
Exhibit C – Milestone Payment Plan – Firm Fixed Price: Exhibit C is hereby amended to add additional [***] for [***].  Delete Exhibit C and replaced in its entirety by the following new Exhibit C dated 16 December 2015.




 




Aireon LLC Business Proprietary Information

*** Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.



“EXHIBIT C – MILESTONE PAYMENT PLAN FIRM FIXED

PRICE (REVISED as of 7 January 2016)

 


			
	
 

CLIN 001 Milestones and Milestone Reviews
	
Planned Date* (Not Due Date)
	
 

Payment Amount

	
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[***]Note 2
	
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Aireon LLC Business Proprietary Information

*** Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.




			
	
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[***] Note 3
	
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[***] Note 4
	
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Total
	
$114,909,065




Aireon LLC Business Proprietary Information

*** Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.




			
	
Note 1: [***]

Note 2:   [***]

  Note 3:  [***]

 

Note 4: [***]

 

** Note: [***]

*Note: [***]

Note:  [***]

 

 

 




Revised 010716 

 

 

This Amendment may be executed and delivered (including via facsimile or other electronic means) in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same agreement.

Aireon LLC Business Proprietary Information

*** Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.



 

All other provisions of the Agreement not expressly referred to in this Amendment remain in full force and effect.

 

IN WITNESS WHEREOF, the Parties have executed this Amendment by their duly authorized representatives as of the date set forth in the Preamble. 


			
	
For Aireon

AIREON LLC

By: /s/ Alan Khalili                                     

 

Name:  Alan Khalili                                       

 

Title:    CFO                                                    

 
	
 
	
For Contractor

HARRIS CORPORATION GCSD

By: /s/ Alyshia Gillham                             

 

Name:  Alyshia Gillham                               

 

Title:    Contracts Manager                         

 





	

	
 




Aireon LLC Business Proprietary Information

*** Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.