EX-10.1



 Exhibit 10.1 

REAFFIRMATION AGREEMENT 

Reference is made to the Collateral Agency Agreement dated as of June 14, 2016 (as amended, supplemented, amended and restated or
otherwise modified and in effect from time to time, the “Collateral Agency Agreement”) among Gogo Inc., a Delaware corporation (the “Parent”), Gogo Intermediate Holdings LLC, a Delaware limited liability company (the
“Company”), Gogo Finance Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the other Grantors from time to time party
thereto, U.S. Bank National Association, as Trustee under the Indenture (as defined therein) and U.S. Bank National Association, as Collateral Agent. Capitalized terms used but not otherwise defined herein have the meanings assigned to them in the
Collateral Agency Agreement. This Reaffirmation Agreement is being executed and delivered as of January 3, 2017 in connection with an Additional Secured Debt Designation of even date herewith which Additional Secured Debt Designation has
designated additional secured debt as either Priority Lien Debt or Junior Lien Debt (as described therein) entitled to the benefit of the Collateral Agency Agreement. 

Each of the undersigned hereby consents to the designation of additional secured debt as Priority Lien Debt as set forth in the Additional
Secured Debt Designation of even date herewith and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Priority Lien Documents to which
it is party, and agrees that, notwithstanding the designation of such additional indebtedness or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each
Priority Lien Document to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect and such additional secured debt shall be entitled to all of the benefits of such
Priority Lien Documents. 
 Governing Law and Miscellaneous Provisions. The provisions of Article 7 of the Collateral Agency
Agreement will apply with like effect to this Reaffirmation Agreement. 
 [Signature page follows] 







 IN WITNESS WHEREOF, each of the undersigned has caused this Reaffirmation Agreement to be duly
executed as of the date first set forth above. 
  

					
	GOGO INC.
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	Executive Vice President and Chief Financial Officer
	
	GOGO INTERMEDIATE HOLDINGS LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	Executive Vice President and Chief Financial Officer
	
	GOGO FINANCE CO. INC.
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	Executive Vice President and Chief Financial Officer
	
	GOGO BUSINESS AVIATION LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	Executive Vice President and Chief Financial Officer
	
	GOGO LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	Executive Vice President and Chief Financial Officer
	
	AC BIDCO LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	Executive Vice President and Chief Financial Officer



  
 [Signature Page to
Reaffirmation Agreement]