EX-10.9.2



 Exhibit 10.9.2 
 EXECUTION VERSION 
 THE USE OF THE FOLLOWING NOTATION IN THIS EXHIBIT
INDICATES THAT THE CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION: [***] 

FIRST AMENDMENT TO CREDIT AGREEMENT 
 FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of April 4, 2013 (this “First Amendment”), to the Credit Agreement referred to below among the Borrowers (as defined below), the other
Loan Parties, the Administrative Agent (as defined below), the Collateral Agent (as defined below), the Required Lenders referred to herein and the Upsized Lenders (as defined below). 

RECITALS 

WHEREAS, pursuant to the Credit Agreement dated as of June 21, 2012 (as amended, restated, amended and restated, supplemented or
otherwise modified from time to time, the “Credit Agreement”), among Gogo Intermediate Holdings LLC (“Holdings”), Aircell Business Aviation Services LLC (“BA”), Gogo LLC (“CA” and,
together with Holdings and BA, the “Borrowers”), the several banks, other financial institutions or entities from time to time parties thereto (the “Lenders”) and Morgan Stanley Senior Funding, Inc., as
administrative agent (in such capacity, the “Administrative Agent”), and as collateral agent (in such capacity, the “Collateral Agent”) to the Lenders, the Lenders have agreed to make, and have made, certain loans
and other extensions of credit to the Borrowers; and 
 WHEREAS, pursuant to and in accordance with Section 11.1 of
the Credit Agreement, the Borrowers have requested that the Credit Agreement be amended to provide for an increase in the existing Loans thereunder in an aggregate amount not to exceed $113,000,000 and that such new Loans be provided by existing
Lenders and other banks or financial institutions that become Lenders under the Credit Agreement (each such Person committing to provide and providing any such new Loans on the First Amendment Effective Date (as defined below) being referred to
herein as an “Upsized Lender”); 
 WHEREAS, all such new Loans provided by the Upsized Lenders shall, from and
after funding on the First Amendment Effective Date, be treated as Loans for all purposes of the Credit Agreement; 
 WHEREAS,
the Lenders party hereto, constituting the Required Lenders, are willing to approve the amendment requests described herein and the Upsized Lenders agreeing to make any such new Loans are willing to grant the extension of credit contemplated hereby,
in each case on the terms and subject to the conditions of this First Amendment; 
 NOW, THEREFORE, in consideration of the
covenants and agreements contained herein, as well as other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 

SECTION I. Defined terms. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the
Credit Agreement. 







 SECTION II. Amendment of the Credit Agreement. 

 

	2.1	Amendment to Preamble. The preamble to the Credit Agreement is hereby amended by replacing the words “the several banks and other financial institutions or
entities from time to time parties to this Agreement (the “Lenders”) with the words “the Lenders (as defined below)”. 

  

	2.2	Amendment to Recitals. The first recital to the Credit Agreement is amended and restated in its entirety as follows: “WHEREAS, the Borrowers have requested
(i) the Lenders to extend credit in the form of Loans on the Closing Date, in an aggregate principal amount not in excess of $135,000,000 and (ii) the Upsized Lenders to extend credit in the form of Loans on the First Amendment Effective
Date, in an aggregate principal amount not in excess of $113,000,000;”. 

  

	2.3	Amendment of Section 1.1. Section 1.1 of the Credit Agreement is hereby amended by: 


 

	 	(i)	Inserting the following definitions in the appropriate alphabetical order therein: 


“Commodity Exchange Act”: the Commodity Exchange Act (7 U.S.C. § 1 et seq.), as amended from time
to time, and any successor statute. 
 “Equity Raise”: from and after the First Amendment
Effective Date, (i) the initial underwritten public offering of common Capital Stock of Parent pursuant to an effective registration statement filed with the Securities and Exchange Commission in accordance with the Securities Act of 1933 or
(ii) the private placement of Capital Stock of the Parent, in the case of each of clauses (i) and (ii), that results in Parent receiving at least $75,000,000 of net cash proceeds. 

“Excluded Swap Obligation”: with respect to any Guarantor, (x) as it relates to all or a portion of
the Guarantee Obligation of such Guarantor under the Guarantee and Collateral Agreement, any Swap Obligation if, and to the extent that, such Swap Obligation (or any Guarantee Obligation in respect thereof) is or becomes illegal under the Commodity
Exchange Act or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) or (y) as it relates to all or a portion of the grant by such Guarantor of a security
interest, any Swap Obligation if, and to the extent that, such Swap Obligation (or such security interest in respect thereof) is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the Commodity Futures Trading
Commission (or the application or official interpretation of any thereof). If a Swap Obligation arises under a master agreement governing more than one swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable
to swaps for which such Guarantee Obligation under the Guarantee and Collateral Agreement or security interest is or becomes illegal. 
 “First Amendment”: the First Amendment to this Agreement, dated as of April 4, 2013. 
 “First Amendment Effective Date”: the date on which the First Amendment becomes effectives pursuant to the terms set forth therein. 

  
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 “Swap Obligation”: with respect to any Guarantor, any
obligation to pay or perform under any agreement, contract or transaction that constitutes a “swap” within the meaning of section 1a(47) of the Commodity Exchange Act. 

“Upsized Lender”: each Lender described in clause (b) of the definition of Lender. It is understood
and agreed that all Upsized Lenders shall, from and after the First Amendment Effective Date, be Lenders for all purposes of this Agreement. 
 “Upsized Loan Release Conditions”: the occurrence of the following after the First Amendment Effective Date: (i) the Consolidated EBITDA for any four consecutive fiscal quarter
period (the “Reference Period”) ending after the First Amendment Effective Date being at least $45,000,000 and (ii) (A) the Consolidated EBITDA (it being understood and agreed that for purposes of this clause
(A) “Consolidated EBITDA” shall be determined as if the definition thereof and any defined terms used therein were applicable to the commercial aviation North America segment of Holdings and its Subsidiaries only
(“CA-NA”)) of CA-NA for the third fiscal quarter or last fiscal quarter contained in the Reference Period or the immediately following fiscal quarter (the applicable fiscal quarter being referred to herein as the “Reference
Quarter”) being greater than or equal to $0 and (B) CA-NA having total revenues in an amount equal to or greater than $50,000,000 for the Reference Quarter; provided that the Upsized Loan Release Conditions shall also have been
satisfied if either the condition described in clause (i) above or the condition described in clause (ii) above has been satisfied and the Required Lenders consent in accordance with the terms of Section 11.1. 

 

	 	(ii)	Amending and restating the following defined terms as follows: 

 “Applicable Margin”: for any date (a) with respect to any LIBOR Loan, 9.75% per annum; provided that, on and after January 1, 2014, the Applicable Margin with
respect to any LIBOR Loan shall be 11.0% per annum if the Equity Raise has not occurred on or prior to December 31, 2013; provided further that, notwithstanding anything to the contrary in the previous proviso, if the Upsized
Loan Release Conditions have been satisfied pursuant to the proviso set forth in the definition thereof, on and after the effective date of the Required Lender consent referred to therein the Applicable Margin with respect to any LIBOR Loan shall be
11.75% per annum; and (b) with respect to any Base Rate Loan, 8.75% per annum; provided that, on and after January 1, 2014, the Applicable Margin with respect to any Base Rate Loan shall be 10.0% per annum if the
Equity Raise has not occurred on or prior to December 31, 2013; provided further that, notwithstanding anything to the contrary in the previous proviso, if the Upsized Loan Release Conditions have been satisfied pursuant to the
proviso set forth in the definition thereof, on and after the effective date of the Required Lender consent referred to therein the Applicable Margin with respect to any Base Rate Loan shall be 10.75% per annum.” 

“Applicable Premium”: (a) with respect to any Loans on any date of prepayment pursuant to
Section 4.1, purchase pursuant to Section 4.13(b), automatic acceleration of the Loans pursuant to Section 9 or declaration by the Administrative Agent of the Loans to be due and payable pursuant to Section 9, in each case on or
prior to the Make-Whole Termination Date, the sum of (i) 3.0% of the principal amount so prepaid, purchased, automatically accelerated or declared and (ii) the present value at such date of all required interest payments due on such Loans
from the date of prepayment, purchase, automatic 

  
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acceleration or declaration through and including the Make-Whole Termination Date (excluding accrued but unpaid interest as of the date of prepayment or purchase), assuming that all such interest
accrues at the Base Rate in effect as of the first Business Day prior to the date of such prepayment, purchase, automatic acceleration or declaration plus the Applicable Margin, discounted to the date of prepayment, purchase, automatic acceleration
or declaration at a rate equal to the Treasury Rate as of such date of prepayment, purchase, automatic acceleration or declaration plus 0.50% or (b) with respect to any Loans on any date of prepayment pursuant to Section 4.1, purchase
pursuant to Section 4.13(b), automatic acceleration of the Loans pursuant to Section 9 or declaration by the Administrative Agent of the Loans to be due and payable pursuant to Section 9, in each case after the Make-Whole Termination
Date but prior to the fourth anniversary of the Closing Date, 3.0% of the principal amount so prepaid, purchased, automatically accelerated or declared. 
 “Commitment”: (a) with respect to each Lender that is a Lender on the Closing Date, the obligation of such Lender, if any, to make a Loan to the Borrowers hereunder in a principal
amount not to exceed the amount set forth under the heading “Commitment” under such Lender’s name on Schedule 1.1(a) or in the Assignment and Assumption pursuant to which such Lender became a party hereto, as the same may be changed
from time to time pursuant to the terms hereof and (b) with respect to each Upsized Lender that is a Lender on the First Amendment Effective Date, the obligation of such Upsized Lender, if any, to make a Loan to the Borrowers hereunder in a
principal amount not to exceed the amount set forth under the heading “Commitment” under such Upsized Lender’s name on Schedule A to the First Amendment (as appended to the First Amendment on the First Amendment Effective Date) or in
the Assignment and Assumption pursuant to which such Lender became a party hereto, as the same may be changed from time to time pursuant to the terms hereof. The aggregate amount of the Commitments on the Closing Date, prior to the funding of Loans
on the Closing Date, was $135,000,000. The aggregate amount of the Commitments on the First Amendment Effective Date, prior to the funding of Loans on the First Amendment Effective Date, is $113,000,000. 

“Lenders”: the (a) several banks and other financial institutions or entities from time to time
parties to this Agreement and (b) effective as of the First Amendment Effective Date, the Persons listed on Schedule A to the First Amendment (as appended to the First Amendment on the First Amendment Effective Date), in each case together with
their respective permitted successors and assigns. 
 “Loan”: (a) each term loan made on
the Closing Date by each Lender to BA pursuant to Section 2.1(a) and (b) each term loan made on the First Amendment Effective Date by each Upsized Lender to BA pursuant to Section 2.1(b). It is understood and agreed that all term
loans funded by the Upsized Lenders on the First Amendment Effective Date shall, from and after such funding, be Loans for all purposes of this Agreement, and that the Loans made on the Closing Date and the Loans made on the First Amendment
Effective Date shall constitute a single Tranche of Loans hereunder. 
 “Make-Whole Termination
Date”: the day immediately prior to the third anniversary of the Closing Date. 

“Solvent”: with respect to the Borrowers and their Subsidiaries on the Closing Date or the First
Amendment Effective Date, as applicable, on a consolidated basis 

  
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means (i) the Fair Value and Present Fair Salable Value of the assets of the Borrowers and their Subsidiaries taken as a whole exceed their Stated Liabilities and Identified Contingent
Liabilities; (ii) [***] the Borrowers and their Subsidiaries taken as a whole do not have Unreasonably Small Capital; and (iii) [***] the Borrowers and their Subsidiaries taken as a whole will be able to pay their Stated Liabilities and
Identified Contingent Liabilities as they mature (all capitalized terms used in this definition other than “Borrowers”, “Subsidiaries”, “Equity Raise”, “First Amendment Effective Date” and “Closing
Date” shall have the meaning assigned to such terms in the form of solvency certificate attached hereto as Exhibit I).” 
  

	 	(iii)	Amending and restating clause (a) of the definition of the term of “Available Basket Amount” in its entirety as follows: 


“(a) $145,000,000, which amount shall be increased by (1) $83,000,000 on the First Amendment Effective Date and
(2) $30,000,000 on the earlier to occur of (x) the date on which the Upsized Loan Release Conditions have been satisfied or (y) the date on which the Equity Raise has occurred,” 

 

	 	(iv)	Amending the definition of the term “Obligations” set forth therein by adding the following to the end of such definition: 


“provided, further, that the Obligations shall exclude any Excluded Swap Obligations”.

  

	2.4	Amendment of Section 2.1. Section 2.1 of the Credit Agreement is hereby amended and restated in its entirety as follows: 


“2.1 Commitments. Subject to the terms and conditions hereof, (a) each Lender severally agrees to make a term loan to BA
on the Closing Date in an amount not to exceed the amount of the Commitment of such Lender as of the Closing Date and (b) each Upsized Lender severally agrees to make a term loan to BA on the First Amendment Effective Date in an amount not to
exceed the amount of the Commitment of such Upsized Lender as of the First Amendment Effective Date. The Loans may from time to time be LIBOR Loans or Base Rate Loans, as determined by BA and notified to the Administrative Agent in accordance with
Sections 2.2 and 4.3. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or integral multiples of $100,000 in excess thereof and (y) in the case of LIBOR Loans, $1,000,000 or
integral multiples of $100,000 in excess thereof. The Commitments of each Lender in effect on the Closing Date shall automatically terminate at 5:00 P.M., New York City time, on the Closing Date. The Commitments of each Upsized Lender in effect on
the First Amendment Effective Date shall automatically terminate at 5:00 P.M., New York City time, on the First Amendment Effective Date. Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrowers,
take any and all action as may be reasonably necessary to ensure that, upon the effectiveness of the making of the Loans on the First Amendment Effective Date, all such Loans are included in each borrowing of outstanding Loans (including the Loans
made on the Closing Date) on a pro rata basis. It is understood and agreed that all term loans funded by the Upsized Lenders on the First Amendment Effective Date shall, from and after such funding, be Loans for all purposes of this Agreement, and
that the Loans made on the Closing Date and the Loans made on the First Amendment Effective Date shall constitute a single Tranche of Loans hereunder.” 

  
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	2.5	Amendment of Section 2.2. Section 2.2 of the Credit Agreement is hereby amended and restated in its entirety as follows: 


“2.2 Procedure for Borrowing. BA shall give the Administrative Agent irrevocable notice (which notice must be received by the
Administrative Agent prior to 11:00 A.M., New York City time, three Business Days prior to the anticipated Closing Date or the First Amendment Effective Date, as applicable, in the case of LIBOR Loans to be made on the Closing Date and the First
Amendment Effective Date, respectively, and no later than 11:00 A.M., New York City time, one Business Day prior to the Closing Date or the First Amendment Effective Date, as applicable, in the case of Base Rate Loans to be made on the Closing Date
and the First Amendment Effective Date, respectively) requesting that the Lenders make the Loans on the Closing Date or the First Amendment Effective Date, as applicable, and specifying the amount to be borrowed. Upon receipt of such notice the
Administrative Agent shall promptly notify each Lender or Upsized Lender, as applicable, thereof. Not later than 12:00 Noon, New York City time, on the Closing Date or the First Amendment Effective Date, as applicable, each Lender or Upsized Lender,
as applicable, shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Loans to be made by such Lender or Upsized Lender, as applicable. The Administrative Agent shall promptly
make available to BA the aggregate of the amounts made available to the Administrative Agent by the Lenders or the Upsized Lenders, as applicable, in immediately available funds.” 

 

	2.6	Amendment of Section 2.3. The table set forth in Section 2.3 of the Credit Agreement is hereby amended and restated in its entirety as follows:


  

					
	 “Payment Date
	  	Principal Amount	 
	 June 30, 2013
	  	$	1,550,000	  
	 September 30, 2013
	  	$	1,550,000	  
	 December 31, 2013
	  	$	1,550,000	  
	 March 31, 2014
	  	$	1,550,000	  
	 June 30, 2014
	  	$	1,550,000	  
	 September 30, 2014
	  	$	1,550,000	  
	 December 31, 2014
	  	$	1,550,000	  
	 March 31, 2015
	  	$	1,550,000	  
	 June 30, 2015
	  	$	1,550,000	  
	 September 30, 2015
	  	$	1,550,000	  
	 December 31, 2015
	  	$	1,550,000	  
	 March 31, 2016
	  	$	1,550,000	  
	 June 30, 2016
	  	$	1,550,000	  
	 September 30, 2016
	  	$	1,550,000	  
	 December 31, 2016
	  	$	1,550,000	  
	 March 31, 2017
	  	$	1,550,000	  
	 Maturity Date
	  	 
 	Remaining unpaid principal
amount of the Loans.”	  
  


  
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 2.7 Amendment to Section 3.1(a). Section 3.1(a) of the Credit Agreement is hereby amended
by adding two new sentences at the end thereof as follows: 
 “The Borrowers agree to pay closing fees to each Upsized
Lender on the First Amendment Effective Date, as a yield enhancement fee for the funding of such Upsized Lender’s Loans, in an amount equal to 5.00% of the stated principal amount of such Upsized Lender’s Loans, payable to such Upsized
Lender on the First Amendment Effective Date out of the proceeds of such Upsized Lender’s Loans as and when funded on the First Amendment Effective Date. Such closing yield enhancement fee will be in all respects fully earned, due and payable
on the First Amendment Effective Date and shall not be refundable under any circumstances.” 
 2.8 Amendment of Section 3.3(f).
Section 3.3(f) of the Credit Agreement is revised by replacing the words “prior to the third anniversary of the Closing Date” in the third proviso of the first sentence with the words “prior to the fourth anniversary of the
Closing Date”. 
 2.9 Amendment of Section 4.1. Section 4.1 of the Credit Agreement is revised to amend and restate the
last sentence thereof in its entirety as follows: 
 “In the event that any Loans are prepaid pursuant to this
Section 4.1 at any time prior to the fourth anniversary of the Closing Date, the Borrowers shall pay to the Administrative Agent, for the account of the Lenders, in addition to the amounts otherwise described in this Section 4.1, an amount
equal to the Applicable Premium.” 
 2.10 Amendment of Section 4.13. Section 4.13 of the Credit Agreement is revised by
replacing the words “prior to the third anniversary of the Closing Date” in clause (xi) thereof with the words “prior to the fourth anniversary of the Closing Date”. 
 2.11 Amendment of Section 11.2(c). Section 11.2(c) of the Credit Agreement is revised by inserting the words “or Schedule A to the First Amendment, as
applicable,” after the words “Schedule 1.1”. 
 2.12 Amendment to Credit Agreement Schedules. The schedules
attached hereto on Annex I shall amend and restate the corresponding schedules to the Credit Agreement. 
 2.13 Amendment to Guarantee and
Collateral Agreement Schedules. The schedules attached hereto on Annex II shall amend and restate the corresponding schedules to the Guarantee and Collateral Agreement. 
 SECTION III. Conditions to Effectiveness of the First Amendment. The effectiveness of this First Amendment is subject to the satisfaction of the following conditions (the “First Amendment
Effective Date”): 
 3.1 Execution. This First Amendment shall have been duly executed and
delivered by the Borrowers, the other Loan Parties, the Administrative Agent, the Collateral Agent, the Lenders constituting Required Lenders immediately prior to the First Amendment Effective Date and each of the Upsized Lenders. 

3.2 Borrowing Request. The Administrative Agent shall have received a notice of borrowing at least one Business
Day prior to the First Amendment Effective Date with respect to the Loans to be made on the First Amendment Effective Date satisfying the requirements of Section 2.2 of the Credit Agreement (as amended hereby). 

  
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 3.3 Legal Opinions. The Administrative Agent shall have received, on
behalf of itself, the Collateral Agent, the Lenders and the Upsized Lenders, (A) the executed legal opinion of Debevoise & Plimpton LLP, special counsel to the Loan Parties, (B) the executed legal opinion of Sidley Austin LLP,
special Delaware counsel to the Loan Parties and (C) the executed legal opinion of Hogan Lovells US LLP, special FCC counsel to the Loan Parties, in each case (i) dated the First Amendment Effective Date, (ii) addressed to the
Administrative Agent, the Collateral Agent, the Lenders and the Upsized Lenders, (iii) covering such matters relating to this First Amendment, the Loan Documents, and the Transactions as the Administrative Agent shall reasonably request and
(iv) in form and substance reasonably satisfactory to the Administrative Agent. The Borrowers hereby request such counsel to deliver such opinions. 
 3.4 Corporate Documents. The Administrative Agent shall have received (i) a copy of the certificate or articles of incorporation or organization, including all amendments thereto, of each Loan
Party, certified as of a recent date by the Secretary of State, or appropriate authority, of the state of its organization, and a certificate as to the good standing or status of each Loan Party as of a recent date, from such Secretary of State;
(ii) a certificate of the Secretary or Assistant Secretary of each Loan Party dated the First Amendment Effective Date and certifying (A) that attached thereto is a true and complete copy of the by-laws or operating agreement of such Loan
Party as in effect on the First Amendment Effective Date and at all times since a date prior to the date of the resolutions described in clause (B) below, (B) that attached thereto is a true and complete copy of resolutions duly adopted by
the board of directors or manager, as applicable, of such Loan Party authorizing the execution, delivery and performance of this First Amendment and, in the case of the Borrowers, the borrowings of the Loans provided by the Upsized Lenders, and that
such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the certificate or articles of incorporation or other constitutive documents of such Loan Party have not been amended since the date of the
last amendment thereto shown on the certificate of good standing or status furnished pursuant to clause (i) above, and (D) as to the incumbency and specimen signature of each officer executing this First Amendment or any other document
delivered in connection herewith on behalf of such Loan Party; and (iii) a certificate of another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary executing the certificate pursuant to clause
(ii) above. 
 3.5 First Amendment Effective Date Certificate; Solvency Certificate. The
Administrative Agent shall have received a certificate, dated the First Amendment Effective Date and signed by a Responsible Officer of the Borrowers, confirming compliance with the conditions set forth in Sections 3.8, 3.9 and 3.10 of this First
Amendment. The Administrative Agent shall have received a certificate, dated the First Amendment Effective Date and signed by the chief financial officer of Holdings certifying that, the Borrowers and their Subsidiaries, taken as a whole, are and
after giving effect to the Transactions and the incurrence of all Indebtedness and obligations being incurred in connection herewith and therewith, will be Solvent. 

3.6 Consent Fees; Engagement Fees. The Borrowers shall have paid to the Administrative Agent, in immediately
available funds, for the account of each Lender party to the Credit Agreement immediately prior to the First Amendment Effective Date that 

  
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has executed and delivered a counterpart signature page of this First Amendment on or prior to 2:30 p.m., New York City time, on April 4, 2013 a fee of 1.00% of the sum of each such
Lender’s aggregate outstanding Loans as of the date hereof. The Borrowers shall have paid to Morgan Stanley Senior Funding, Inc. and J.P. Morgan Securities LLC, in immediately available funds, the fees payable pursuant to the first paragraph of
Section 2 of that certain Engagement Letter among the Borrowers, Morgan Stanley Senior Funding, Inc. and J.P. Morgan Securities LLC relating to this First Amendment. 

3.7 Costs and Expenses. The Borrowers shall have paid all fees required to be paid in accordance with Section VI
of this First Amendment. 
 3.8 Representations and Warranties. Each of the representations and
warranties made by any Loan Party in or pursuant to the Loan Documents, as amended by the First Amendment, shall be true and correct in all material respects (or in all respects if qualified by materiality or “Material Adverse Effect”) on
and as of the First Amendment Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (or in
all respects if qualified by materiality or “Material Adverse Effect”) as of such earlier date. 
 3.9
No Default. No Default or Event of Default shall have occurred and be continuing on the First Amendment Effective Date or after giving effect to the extensions of credit requested to be made on such date. 

3.10 Approvals. (i) All governmental, shareholder and third party approvals necessary in connection with the
Transactions shall have been obtained and be in full force and effect and (ii) no Requirement of Law shall be applicable to any Group Member that restrains, prevents or imposes conditions upon the Transactions or the Loan Documents. 

3.11 Patriot Act. The Administrative Agent and the Upsized Lenders shall have received at least three Business
Days prior to the Closing Date all documentation and other information required by bank regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act, as reasonably
requested at least five Business Days prior to the Closing Date by the Administrative Agent and the Lenders. 
 SECTION IV.
Representations and Warranties. To induce the other parties hereto to enter into this First Amendment, to induce the Required Lenders to consent to amend the Credit Agreement in the manner provided herein and to induce the Upsized Lenders to
make Loans on the First Amendment Effective Date, Holdings and the other Borrowers hereby represent and warrant to the Administrative Agent, the Collateral Agent, the Lenders and the Upsized Lenders that, as of the date hereof: 

4.1 No Legal Bar. The execution, delivery and performance of this First Amendment, the borrowings of the Loans
made by the Upsized Lenders and the use of the proceeds thereof will not (i) violate (A) the Organizational Documents of any Group Member, (B) any Requirement of Law or any Governmental Authorization of or applicable to any Group
Member in any respect that could reasonably be expected to have a Material 

  
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Adverse Effect or (C) any material Contractual Obligation of any Group Member and (ii) result in, or require, the creation or imposition of any Lien (other than the Liens created by the
Security Documents and other than Liens under Section 8.3 of the Credit Agreement to the extent such Liens do not have priority over the Liens created by the Security Documents) on any of their respective properties or revenues pursuant to its
Organizational Documents, any Requirement of Law, any Governmental Authorization or any such material Contractual Obligation. 
 4.3 Power; Authorization; Enforceable Obligations. Each Loan Party has the power and authority, and the legal right, to make, deliver and perform this First Amendment and, in the case of the
Borrowers, to obtain extensions of credit hereunder. Each Loan Party has taken all necessary organizational and other action to authorize the execution, delivery and performance of this First Amendment and, in the case of the Borrowers, to authorize
the extensions of credit on the terms and conditions of this First Amendment. This First Amendment has been duly executed and delivered on behalf of each Loan Party party thereto. This First Amendment constitutes a legal, valid and binding
obligation of each Loan Party party hereto, enforceable against each such Loan Party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the
enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). 
 4.4 No Default. No Default or Event of Default has occurred and is continuing. 
 4.5 Incorporation of Representations and Warranties from Credit Agreement. The representations and warranties of the Loan Parties contained in the Loan Documents, as amended by the First Amendment,
are true and correct in all material respects (or in all respects if qualified by materiality or “Material Adverse Effect”) on and as of the First Amendment Effective Date, except to the extent such representations and warranties expressly
relate to an earlier date, in which case such representations and warranties are true and correct in all material respects (or in all respects if qualified by materiality or “Material Adverse Effect”) as of such earlier date. 

SECTION V. Effects on Loan Documents. 

5.1 Except as specifically amended herein, all Loan Documents shall continue to be in full force and effect and are
hereby in all respects ratified and confirmed. 
 5.2 The execution, delivery and effectiveness of this First
Amendment shall not operate as a waiver of any right, power or remedy of any Lender, the Administrative Agent or the Collateral Agent under any of the Loan Documents, nor constitute a waiver of any provision of the Loan Documents or in any way
limit, impair or otherwise affect the rights and remedies of the Administrative Agent, the Collateral Agent or the Lenders under the Loan Documents. 
 5.3 The Borrowers and the other parties hereto acknowledge and agree that, on and after the First Amendment Effective Date, this First Amendment, shall constitute a Loan Document for all purposes of the
Credit Agreement. 

  
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 SECTION VI. Expenses. The Borrowers agree to pay all reasonable and documented
out-of-pocket expenses incurred by the Agents in connection with this First Amendment and any other documents prepared in connection herewith, in each case to the extent required by Section 11.5 of the Credit Agreement. The Borrowers
hereby confirm that the indemnification provisions set forth in Section 11.5 of the Credit Agreement shall apply to this First Amendment and such fees, charges or liabilities (as more fully set forth therein as applicable) which may
arise herefrom or in connection herewith. 
 SECTION VII. Non-Reliance On Agents. Each Lender acknowledges that it has,
independently and without reliance upon the Agents or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this First Amendment. Each Lender also
acknowledges that it will, without reliance upon the Agents or any other Lender and based on such documents and information as it shall from time to time deem appropriate, continue to make its own credit decisions in taking or not taking action
under or based upon this First Amendment, the Credit Agreement, any other Loan Document, any related agreement or any document furnished hereunder or thereunder. 
 SECTION VIII. APPLICABLE LAW. THIS FIRST AMENDMENT AND ANY CLAIM, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO
THIS FIRST AMENDMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 
 SECTION IX. Miscellaneous. 
 9.1 Effect on Loans
Documents. This First Amendment shall not constitute an amendment of any other provision of the Credit Agreement not referred to herein. Except as expressly amended hereby, the provisions of the Credit Agreement are and shall remain in full
force and effect. 
 9.2 Successors and Assigns. This First Amendment is binding and enforceable as of
the date hereof against each party hereto and its successors and permitted assigns and may not be amended nor may any provision hereof be waived except in accordance with Section 11.1 of the Credit Agreement. 

9.3 Counterparts. This First Amendment may be executed by one or more of the parties to this First Amendment on
any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this First Amendment by facsimile or other electronic transmission
(e.g., “.pdf” or “tif” format) shall be effective as delivery of a manually executed counterpart hereof. 
 9.4 Severability. In the event any one or more of the provisions contained in this First Amendment should be held invalid, illegal or unenforceable in any respect, the validity, legality and
enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself
affect the validity of such provision in any other jurisdiction). The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as
close as possible to that of the invalid, illegal or unenforceable provisions. 

  
 - 11 -









 9.5 Reaffirmation of Obligations. Each Loan Party
(i) has incurred or guaranteed the Obligations and all of its Obligations shall remain in full force and effect on a continuous basis after giving effect to this First Amendment, (ii) acknowledges and agrees that nothing in this First
Amendment shall constitute a novation or termination of such Obligations and (iii) has created Liens and security interests in favor of the Collateral Agent on the Collateral to secure the Obligations. Each Loan Party hereby acknowledges that
it has reviewed the terms and provisions of this First Amendment and consents to this First Amendment. Each Loan Party hereby confirms that each Loan Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will
continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the Loan Documents, the payment and performance of the Obligations, as the case may be. 

[Remainder of page intentionally left blank.] 

  
 - 12 -









 IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be duly executed
and delivered by their respective proper and duly authorized officers as of the day and year first above written. 
  

					
	GOGO INTERMEDIATE HOLDINGS LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	EVP & CFO
	
	AIRCELL BUSINESS AVIATION SERVICES LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	EVP & CFO
	
	GOGO LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	EVP & CFO
	
	AIRCELL INTERNATIONAL, INC.
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	EVP & CFO
	
	AC BIDCO LLC
		
	By:	 	 /s/ Norman Smagley

		 	Name:	 	Norman Smagley
		 	Title:	 	EVP & CFO


 [Signature Page to First Amendment] 







 
			
	MORGAN STANLEY SENIOR FUNDING, INC.,
	as Administrative Agent, Collateral Agent, a Lender and an Upsized Lender
		
	By:	 	 /s/ Andrew W. Early

	Name:	 	Andrew W. Early
	Title:	 	VP


 [Signature Page to First Amendment] 








			
	Name of Lender:

 
			
	
	  

		
	By:	 	  

		 	Name:
		 	Title:


 For any Lender requiring a second signature block: 

 

			
	By:	 	  

		 	Name:
		 	Title:


 [Signature Page to First Amendment] 







 Schedule A 
 COMMITMENTS 
  

					
	 Upsized Lender
	  	Commitment	 
	 Morgan Stanley Senior Funding, Inc.
	  	$	113,000,000	  

 NOTICE ADDRESSES 
 On file with Administrative Agent. 







 Annex I 
 SCHEDULE 5.9 TO THE 
 CREDIT AGREEMENT 

CERTAIN INTELLECTUAL PROPERTY MATTERS 
  

	1.	Claims asserted by Innovatio LLC against customers of each of the Borrowers, Holdings or any Group Member, for which any of the Borrowers have indemnification
obligations or other liability. 

  

	2.	Claims asserted by Advanced Media Networks, L.L.C. against the Borrowers, Holdings or any Group Member, or customers of each of the Borrowers, Holdings or any Group
Member, for which any of the Borrowers have liability directly, via indemnification obligations or otherwise. 

  

	3.	Claims asserted by WI-LAN Inc. against the Borrowers, Holdings or any Group Member with respect to certain patents of WI-LAN. There has been no contact with WI-LAN with
respect to this matter since November 2010. 

  

	4.	Claims asserted by Alliacense (a division of TPL Group) against the Borrowers, Holdings or any Group Member with respect to certain patents of TPL Group in 2010. There
has been no contact with the involved parties with respect to this matter since December 2010. 

  

	5.	Claims asserted by Nomadix, Inc. against the Borrowers, Holdings or any Group Member with respect to certain patents of Nomadix, Inc., for which Borrowers have
liability directly, via indemnification obligations or otherwise. 








 SCHEDULE 5.23(b) TO THE 

CREDIT AGREEMENT 
 COMMUNICATIONS LICENSES 
  

							
	 Licensee
	  	 Call Sign
	  	 Service
	  	 License Expiration

Date

				
	AC BidCo LLC	  	WQFX728	  	 Commercial Aviation Air-Ground
 Radiotelephone
	  	10/31/2016
				
	Aircell Business Aviation Services LLC	  	ITC-214-20111206-00360	  	Global or Limited Global Resale Service	  	n/a
				
	Gogo Inc.	  	WQJC303	  	3650-3700 MHz License	  	7/23/2018
	Gogo LLC	  	74JA	  	Aircraft License	  	9/28/2022
				
	Gogo LLC	  	WQIE800	  	Microwave License	  	01/18/2018
				
	Gogo LLC	  	WQIE801	  	Microwave License	  	01/18/2018
				
	Gogo LLC	  	WQIE863	  	Microwave License	  	01/22/2018
				
	Gogo LLC	  	WQIE864	  	Microwave License	  	01/22/2018
				
	Gogo LLC	  	WQIE865	  	Microwave License	  	01/22/2018
				
	Gogo LLC	  	WQIE866	  	Microwave License	  	01/22/2018
				
	Gogo LLC	  	WQIF501	  	Microwave License	  	01/24/2018
				
	Gogo LLC	  	WQIF502	  	Microwave License	  	01/24/2018
				
	Gogo LLC	  	WQIF504	  	Microwave License	  	01/24/2018
				
	Gogo LLC	  	WQIF505	  	Microwave License	  	01/24/2018
				
	Gogo LLC	  	WQIF545	  	Microwave License	  	01/24/2018









							
	 Licensee
	  	 Call Sign
	  	 Service
	  	 License Expiration

Date

				
	Gogo LLC	  	WQIF546	  	Microwave License	  	01/24/2018
				
	Gogo LLC	  	WQIF620	  	Microwave License	  	01/25/2018
				
	Gogo LLC	  	WQIF621	  	Microwave License	  	01/25/2018
				
	Gogo LLC	  	WQIF622	  	Microwave License	  	01/25/2018
				
	Gogo LLC	  	WQNS773	  	Microwave License	  	05/12/2021
				
	Gogo LLC	  	WQNS774	  	Microwave License	  	05/12/2021
				
	Gogo LLC	  	WQNS823	  	Microwave License	  	05/12/2021
				
	Gogo LLC	  	WQNT461	  	Microwave License	  	05/18/2021
				
	Gogo LLC	  	WQNX867	  	Microwave License	  	06/30/2021
				
	Gogo LLC	  	WQNX868	  	Microwave License	  	06/30/2021
				
	Gogo LLC	  	WQOJ357	  	Microwave License	  	10/14/2021
				
	Gogo LLC	  	WQOJ358	  	Microwave License	  	10/14/2021
				
	Gogo LLC	  	WQOJ920	  	Microwave License	  	10/21/2021
				
	Gogo LLC	  	WQOJ921	  	Microwave License	  	10/21/2021
				
	Gogo LLC	  	WQPJ330	  	Microwave License	  	6/4/2022
				
	Gogo LLC	  	WQPJ331	  	Microwave License	  	6/4/2022
				
	Gogo LLC	  	WQPJ332	  	Microwave License	  	6/4/2022
				
	Gogo LLC	  	WQPJ333	  	Microwave License	  	6/4/2022
				
	Gogo LLC	  	WQPJ800	  	Microwave License	  	6/7/2022
				
	Gogo LLC	  	WQPJ801	  	Microwave License	  	6/7/2022


  
 19 










							
	 Licensee
	  	 Call Sign
	  	 Service
	  	 License Expiration

Date

				
	Gogo LLC	  	WQPL299	  	Microwave License	  	6/19/2022
				
	Gogo LLC	  	WQPL300	  	Microwave License	  	6/19/2022
				
	Gogo LLC	  	WQPP603	  	Microwave License	  	7/13/2022
				
	Gogo LLC	  	WQPP604	  	Microwave License	  	7/13/2022
				
	Gogo LLC	  	WQPX967	  	Microwave License	  	9/14/2022
				
	Gogo LLC	  	WQPY790	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY791	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY792	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY793	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY794	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY795	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY796	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY797	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY798	  	Microwave License	  	9/21/2022
				
	Gogo LLC	  	WQPY839	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY840	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY841	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY842	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY843	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY844	  	Microwave License	  	9/24/2022


  
 20 










							
	 Licensee
	  	 Call Sign
	  	 Service
	  	 License Expiration

Date

				
	Gogo LLC	  	WQPY845	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY846	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY847	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY848	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY849	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY850	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY851	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY852	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY853	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY893	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQPY895	  	Microwave License	  	9/24/2022
				
	Gogo LLC	  	WQQB596	  	Microwave License	  	10/16/2022
				
	Gogo LLC	  	WQQB597	  	Microwave License	  	10/16/2022
				
	Gogo LLC	  	WQQC988	  	Microwave License	  	11/05/2022
				
	Gogo LLC	  	WQQC989	  	Microwave License	  	11/05/2022
				
	Gogo LLC	  	WQQG281	  	Microwave License	  	12/03/2022
				
	Gogo LLC	  	WQQG287	  	Microwave License	  	12/03/2022
				
	Gogo LLC	  	WF2XMC	  	Experimental License	  	8/01/2014
				
	Gogo LLC	  	E120106	  	Mobile Satellite; Special Temporary Authority	  	4/23/2013


  
 21 









 Annex II 
 SCHEDULE 2 TO THE 
 GUARANTEE AND COLLATERAL AGREEMENT

 DESCRIPTION OF PLEDGED INVESTMENT PROPERTY 
 Pledged Stock: 
  

																	
	 Grantor
	  	 Issuer
	  	
Issuer’s Jurisdiction
Under New York UCC
 Section 9-305(a)(2)
	  	 Class of Stock
	  	 Stock
Certificate No.
	  	Percentage of Shares	 	 	No. of Shares	 
							
	Gogo LLC	  	 AirCell International, Inc.
	  	Colorado	  	Common	  	C-1	  	 	100	% 	 	 	1,000	  

 Pledged Notes: 
  

							
	 Grantor
	  	 Issuer
	  	 Payee
	  	 Principal Amount

				
	 None
	  		  		  	

 Pledged Debt Securities: 
  

									
	 Grantor
	  	 Issuer
	  	 Issuer’s Jurisdiction

Under New York UCC
Section 9-305(a)(2)
	  	 Payee
	  	 Principal Amount

					
	 None
	  		  		  		  	








 Pledged Security Entitlements: 

 

											
	 Grantor
	  	 Issuer of

Financial Asset
	  	 Description of
Financial Asset
	  	 Securities

Intermediary

(Name and

Address)
	  	 Securities Account
(Number and

Location)
	  	
Securities Intermediary’s
Jurisdiction Under New York
UCC Section 9-305(a)(3)

						
	 None
	  		  		  		  		  	

 Pledged Commodity Contracts: 
  

									
	 Grantor
	  	 Description of
Commodity Contract
	  	 Commodity

Intermediary
(Name and Address)
	  	
Commodity Account
(Number and Location)
	  	
Commodity Intermediary’s
Jurisdiction Under New York

UCC Section 9-305(a)(4)

					
	 None
	  		  		  		  	

 Pledged Partnership Interests: 
  

											
	 Grantor
	  	 Issuer
	  	 Type of

Partnership Interest
(e.g., General or
Limited)
	  	 Certificated

(Y/N)
	  	 Certificate No.

(if any)
	  	 % of
Outstanding
Partnership Interests of the
Partnership

						
	 None
	  		  		  		  		  	








 Pledged LLC Interests: 

 

															
	 Grantor
	  	 Issuer
	  	 Certificated

(Y/N)
	  	 Certificate No.

(if any)
	  	No. of
Pledged Units	 	  	% of Outstanding LLC
Interests of the Issuer	 
						
	 Gogo Intermediate Holdings LLC
	  	 Aircell Business Aviation Services LLC
	  	N	  	N/A	  	 	100	  	  	 	100	% 
	 Gogo Intermediate Holdings LLC
	  	 Gogo LLC
	  	N	  	N/A	  	 	100	  	  	 	100	% 
	 Gogo Intermediate Holdings LLC
	  	 AC BidCo LLC
	  	N	  	N/A	  	 	100	  	  	 	100	% 
	 Gogo Intermediate Holdings LLC
	  	 Gogo International Holdings LLC
	  	N	  	N/A	  	 	65	  	  	 	65	% 

 Other Pledged Equity Interests: 
  

											
	 Grantor
	  	 Issuer
	  	 Class of Equity

Interests
	  	 Certificated

(Y/N)
	  	 Certificate No.

(if any)
	  	 % of Outstanding Equity
Interests of the
Issuer

						
	 None
	  		  		  		  		  	

 Deposit Accounts: 
  

							
	 Grantor
	  	 Name of

Depositary Bank
	  	 Account Number
	  	 Account Name

				
	 Aircell Business Aviation Services LLC
	  	U.S. Bank	  	103690172665	  	Deposit Account
				
	 Gogo LLC
	  	U.S. Bank	  	194310714846	  	Deposit Account

 Securities Accounts: 
  

							
	 Grantor
	  	 Name of

Financial Institution
	  	 Account Number
	  	 Account Name

				
	 Aircell Business Aviation Services LLC
	  	U.S. Bank	  	508000040	  	Investment account








 Accounts Controlled by Third Parties: 

 

							
	 Grantor
	  	 Name of

Controlling Third Party
	  	 Account Number
	  	 Account Name

				
	 Gogo LLC
	  	U.S. Bank	  	434000908	  	Investment account
	 Gogo LLC
	  	The Bank of Nova Scotia	  	434000908	  	Investment account
	 Gogo LLC
	  	The Bank of Nova Scotia	  	194310714846	  	Deposit Account
	 Aircell Business Aviation Services LLC
	  	The Bank of Nova Scotia	  	103690172665	  	Deposit Account








 SCHEDULE 6 TO THE 

GUARANTEE AND COLLATERAL AGREEMENT 
 COPYRIGHTS 
 NONE. 
 PATENTS 
 Gogo LLC - U.S. Issued Patents 

 

									
	Title	  	Appl. No.	  	Appl. Date	  	Patent No.	  	Issue Date
					
	 AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO
FREQUENCY POLARIZATIONS
	  	11/590,146	  	10/31/2006	  	8,145,208	  	03/27/2012
					
	 NONTERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION NETWORK
	  	08/709,417	  	09/06/1996	  	5,878,346	  	03/02/1999
					
	 MULTIDIMENSIONAL CELLULAR MOBILE TELECOMMUNICATION SYSTEM
	  	08/692,837	  	08/02/1996	  	5,884,166	  	03/16/1999
					
	 NONTERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION SYSTEM
	  	08/713,613	  	09/13/1996	  	5,832,380	  	11/03/1998









									
	Title	  	Appl. No.	  	Appl. Date	  	Patent No.	  	Issue Date
					
	 ANTENNA FOR NONTERRESTRIAL MOBILE TELECOMMUNICATION SYSTEM
	  	08/709,264	  	09/06/1996	  	5,878,345	  	03/02/1999
					
	 NON-TERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION
	  	08/960,183	  	10/29/1997	  	6,108,539	  	08/22/2000
					
	 MOBILE TELECOMMUNICATIONS FOR AIRCRAFT AND LAND BASED VEHICLES
	  	07/847,920	  	03/06/1992	  	5,557,656	  	09/17/1996
					
	 CELLULAR WEATHER INFORMATION SYSTEM FOR AIRCRAFT
	  	08/415,724	  	04/03/1995	  	5,757,322	  	05/26/1998
					
	 MOBILE COMMUNICATIONS
	  	08/701,837	  	08/23/1996	  	5,960,343	  	09/28/1999
					
	 METHOD AND APPARATUS FOR REDUCING INTERFERENCE AMONG CELLULAR TELEPHONE SIGNALS
	  	08/027,333	  	03/08/1993	  	5,444,762	  	08/22/1995
					
	 UBIQUITOUS MOBILE SUBSCRIBER STATION
	  	09/379,825	  	08/24/1999	  	6,408,180	  	06/18/2002









									
	Title	  	Appl. No.	  	Appl. Date	  	Patent No.	  	Issue Date
					
	 AIRCRAFT-BASED NETWORK FOR WIRELESS SUBSCRIBER STATIONS
	  	09/686,923	  	10/11/2000	  	6,788,935	  	09/07/2004
					
	 SIGNAL TRANSLATING REPEATER FOR ENABLING A TERRESTRIAL MOBILE SUBSCRIBER STATION TO BE OPERABLE IN A NON-TERRESTRIAL
ENVIRONMENT
	  	10/152,870	  	05/20/2002	  	6,650,898	  	11/18/2003
					
	 SIGNAL TRANSLATING REPEATER FOR ENABLING A TERRESTRIAL MOBILE SUBSCRIBER STATION TO BE OPERABLE IN A NON-TERRESTRIAL
ENVIRONMENT
	  	10/173,488	  	06/17/2002	  	6,725,035	  	04/20/2004
					
	 SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED
TELEPHONE NETWORK
	  	10/730,329	  	12/07/2003	  	7,113,780	  	09/26/2006
					
	 SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED
TELEPHONE NETWORK
	  	11/492,545	  	07/24/2006	  	7,751,815	  	07/06/2010









									
	Title	  	Appl. No.	  	Appl. Date	  	Patent No.	  	Issue Date
					
	 SIP CLIENT-BASED LOCAL NUMBER PORTABILITY THROUGH AN AIRCRAFT AIR-TO-GROUND LINK
	  	12/423,555	  	04/14/2009	  	8,073,443	  	12/06/2011
					
	 OVERLAPPING SPECTRUM CELLULAR COMMUNICATION NETWORKS
	  	10/756,491	  	01/13/2004	  	7,062,268	  	06/13/2006
					
	 AIR-TO-GROUND CELLULAR NETWORK FOR DECK-TO-DECK CALL COVERAGE
	  	11/240,975	  	09/30/2005	  	7,640,016	  	12/29/2009
					
	 SYSTEM FOR MANAGING CALL HANDOFFS BETWEEN AN AIRCRAFT AND MULTIPLE CELL SITES
	  	11/241,109	  	09/30/2005	  	7,107,062	  	09/12/2006
					
	 SYSTEM FOR MANAGING CALL HANDOFFS BETWEEN AN AIRCRAFT AND MULTIPLE CELL SITES
	  	11/414,873	  	05/01/2006	  	7,751,814	  	07/06/2010
					
	 VIRTUAL PRIVATE NETWORK FOR CELLULAR COMMUNICATIONS
	  	09/961,647	  	09/24/2001	  	6,885,864	  	04/26/2005









									
	Title	  	Appl. No.	  	Appl. Date	  	Patent No.	  	Issue Date
					
	 DOPPLER INSENSITIVE NON-TERRESTRIAL DIGITAL CELLULAR COMMUNICATIONS NETWORK
	  	09/460,043	  	12/13/1999	  	6,377,802	  	04/23/2002
					
	 WIRELESS RADIO PACKET SWITCHING NETWORK
	  	08/207,015	  	03/04/1994	  	5,473,602	  	12/05/1995
					
	 SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR
COMMUNICATION NETWORK
	  	11/590,709	  	10/31/2006	  	7,920,860	  	04/05/2011
					
	 SYSTEM FOR CUSTOMIZING ELECTRONIC CONTENT FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK
	  	12/021,125	  	01/28/2008	  	8,078,163	  	12/13/2011
					
	 SYSTEM FOR HANDOFF OF AIRCRAFT-BASED CONTENT DELIVERY TO ENABLE PASSENGERS TO RECEIVE THE REMAINDER OF A SELECTED CONTENT FROM A
TERRESTRIAL LOCATION
	  	12/021,133	  	01/28/2008	  	7,702,328	  	04/20/2010









									
	Title	  	Appl. No.	  	Appl. Date	  	Patent No.	  	Issue Date
					
	 SYSTEM FOR CUSTOMIZING ELECTRONIC SERVICES FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK
	  	12/021,169	  	01/28/2008	  	8,068,829	  	11/29/2011
					
	 SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK
	  	12/182,834	  	07/30/2008	  	8,060,083	  	11/15/2011
					
	 SYSTEM FOR CREATING AN AIRCRAFT-BASED INTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK
	  	12/060,662	  	04/01/2008	  	8,081,969	  	12/20/2011
					
	 SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL
PASSENGERS
	  	12/060,674	  	04/01/2008	  	8,081,968	  	12/20/2011
					
	 SYSTEM FOR MANAGING VOICE OVER INTERNET PROTOCOL COMMUNICATIONS IN A NETWORK
	  	12/029,298	  	02/11/2008	  	8,185,040	  	05/22/2012








 U.S. Patent Applications 

 

									
	Title	  	Appl. No.	  	Appl. Date	  	Pub. No.	  	Pub. Date
					
	 MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES
	  	11/590,379	  	10/31/2006	  	2008/0102813	  	05/01/2008
					
	 SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLECULAR NETWORK
	  	12/060,645	  	04/01/2008	  	2008/0182573	  	07/31/2008
					
	 SYSTEM FOR PROVIDING HIGH SPEED COMMUNICATIONS SERVICE IN AN AIRBORNE WIRELESS CELLULAR NETWORK
	  	12/137,995	  	06/12/2008	  	2008/0274734	  	11/16/2008
					
	 TRAFFIC SCHEDULING SYSTEM FOR WIRELESS COMMUNICATIONS
	  	13/009,579	  	01/19/2011	  	2011/0116373	  	05/19/2011
					
	 DIFFERENTIATED SERVICES CODE POINT MIRRORING FOR WIRELESS COMMUNICATIONS
	  	13/009,687	  	01/19/2011	  	2011/0268096	  	11/03/2011
					
	 DIFFERENTIATED SERVICES CODE POINT MIRRORING FOR WIRELESS COMMUNICATIONS
	  	13/107,823	  	05/13/2011	  	2011/0286331	  	11/24/2011









									
	Title	  	Appl. No.	  	Appl. Date	  	Pub. No.	  	Pub. Date
					
	 SPECTRUM SHARING BETWEEN AN AIRCRAFT-BASED AIR-TO-GROUND COMMUNICATION SYSTEM AND EXISTING GEOSTATIONARY SATELLITE
SERVICES
	  	13/172,539	  	06/29/2011	  	2011/0263199	  	10/27/2011
					
	 SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK
	  	13/224,564	  	09/02/2011	  	2011/0319049	  	12/29/2011
					
	 SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL
PASSENGERS
	  	13/227,634	  	09/08/2011	  	2011/0320576	  	12/29/2011
					
	 MESH NETWORK BASED AUTOMATED UPLOAD OF CONTENT TO AIRCRAFT
	  	13/544,742	  	07/09/2012	  	Not yet published	  	Not yet published
					
	 SYSTEM FOR PROVIDING TEMPORARY INTERNET ACCESS FROM A RESTRICTED LOCAL AREA NETWORK ENVIRONMENT
	  	13/588,903	  	08/17/2012	  	Not yet published	  	Not yet published









									
	Title	  	Appl. No.	  	Appl. Date	  	Pub. No.	  	Pub. Date
					
	 GROUND SYSTEM FOR VEHICLE DATA DISTRIBUTION
	  	13/675,190	  	11/13/2012	  	Not yet published	  	Not yet published
					
	 COMMUNICATION SYSTEM AND METHOD FOR NODES ASSOCIATED WITH A VEHICLE
	  	13/675,194	  	11/13/2012	  	Not yet published	  	Not yet published
					
	 VEHICLE DATA DISTRIBUTION SYSTEM AND METHOD
	  	13/675,200	  	11/13/2012	  	Not yet published	  	Not yet published
					
	 LINE REPLACEABLE UNIT WITH UNIVERSAL HEAT SINK RECEPTACLE
	  	13/799,869	  	03/13/2013	  	Not yet published	  	Not yet published
					
	 DETERMINING HUMAN STIMULI AT COMPUTING DEVICES
	  	13/781,841	  	03/01/2013	  	Not yet published	  	Not yet published
					
	 HYBRID AERONAUTICAL COMMUNICATION SYSTEM
	  	61/648,416	  	5/17/2012	  	Not yet published	  	Not yet published
					
	 MULTIPLE ANTENNA SYSTEM AND METHOD FOR MOBILE PLATFORMS
	  	61/763,350	  	2/11/2013	  	Not yet published	  	Not yet published








 Gogo LLC - Issued Foreign Patents 

 

											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Patent No.	  	Issue Date
						
	013207.0110PTAU	  	CONTROL CHANNEL FOR NON-TERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	08/25/1997	  	717,770	  	07/13/2000
						
	013207.0110PTCA	  	CONTROL CHANNEL FOR NON-TERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	08/25/1997	  	2,263,442	  	01/20/2004
						
	013207.0110PTMX	  	CONTROL CHANNEL FOR NON-TERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	08/25/1997	  	219,366	  	03/11/2004
						
	013207.0121PTAU	  	MULTIDIMENSIONAL CELLULAR MOBILE TELECOMMUNICATION SYSTEM	  		  	08/01/1997	  	717,530	  	07/13/2000
						
	013207.0121PTCA	  	MULTIDIMENSIONAL CELLULAR MOBILE TELECOMMUNICATION SYSTEM	  		  	08/01/1997	  	2,262,488	  	10/14/2003
						
	013207.0121PTMX	  	MULTIDIMENSIONAL CELLULAR MOBILE TELECOMMUNICATION SYSTEM	  		  	08/01/1997	  	234,439	  	02/13/2006
						
	013207.0132PTAU	  	CONTROL CHANNEL FOR NONTERRESTRIAL CELLULAR MOBILE TELECOMMMUNICATION STATION	  		  	09/12/1997	  	717,446	  	07/06/2000


  
 6-10










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Patent No.	  	Issue Date
						
	013207.0132PTCA	  	CONTROL CHANNEL FOR NONTERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	09/12/1997	  	2,263,419	  	11/18/2003
						
	013207.0132PTMX	  	CONTROL CHANNEL FOR NONTERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	09/12/1997	  	234,438	  	02/13/2006
						
	013207.0143PTAU	  	ANTENNA FOR NONTERRESTRIAL MOBILE TELECOMMUNICATION SYSTEM	  		  	08/25/1997	  	721,017	  	10/05/2000
						
	013207.0143PTCA	  	ANTENNA FOR NONTERRESTRIAL MOBILE TELECOMMUNICATION SYSTEM	  		  	08/25/1997	  	2,263,422	  	10/28/2003
						
	013207.0143PTMX	  	ANTENNA FOR NONTERRESTRIAL MOBILE TELECOMMUNICATION SYSTEM	  		  	08/25/1997	  	219,365	  	03/11/2004
						
	013207.0156PTCA	  	NON-TERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	10/05/1998	  	2,301,903	  	11/28/2006
						
	013207.0156PTMX	  	NON-TERRESTRIAL CELLULAR MOBILE TELECOMMUNICATION STATION	  		  	10/05/1998	  	242,901	  	12/20/2006


  
 6-11










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Patent No.	  	Issue Date
						
	013207.0164C1CA	  	AIRCRAFT-BASED NETWORK FOR WIRELESS SUBSCRIBER STATIONS	  		  	10/10/2001	  	2,358,608	  	08/01/2006
						
	013207.0164PTCA	  	MOBILE SUBSCRIBER STATION FOR TERRESTRIAL AND NON-TERRESTRIAL COMMUNICATION	  		  	08/09/2000	  	2,346,476	  	02/13/2007
						
	013207.0164C1MX	  	AIRCRAFT-BASED NETWORK FOR WIRELESS SUBSCRIBER STATIONS	  		  	10/11/2001	  	238,452	  	07/05/2006
						
	013207.0164PTMX	  	UBIQUITOUS MOBILE SUBSCRIBER STATION	  		  	08/09/2000	  	228,238	  	06/03/2005
						
	013207.0164C5AU	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  		  	11/23/2004	  	2004304908	  	03/19/2009
						
	013207.0164C5IN	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	2468/CHENP/06	  	02/04/2010	  	238432	  	02/04/2010
						
	013207.0164C5MX	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  		  	02/09/2009	  	264,450	  	02/09/2010


  
 6-12










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Patent No.	  	Issue Date
						
	013207.0164C6MX	  	OVERLAPPING SPECTRUM CELLULAR COMMUNICATION NETWORKS	  		  	02/26/2009	  	264,769	  	
						
	013207.0178PTCA	  	A METHOD OF OPERATING A RADIO BASED PACKET SWITCHED COMMUNICATIONS NETWORK	  		  	03/01/1995	  	2,184,817	  	11/20/2001
						
	013207.0240PTAU	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  		  	09/17/2007	  	2007313939	  	10/27/2011
						
	013207.0241PTAU	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	2007313940	  	05/27/2009	  	2007313940	  	10/20/2011
						
	013207.0242PTAU	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  		  	05/27/2009	  	2007313941	  	12/15/2011
						
	 013207.
  

0164C5EP
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	04/11/2012


  
 6-13










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Patent No.	  	Issue Date
						
	 013207.
  

0242PTJP
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	2009-535376	  	04/30/2009	  	4891409	  	12/22/2011

 Gogo LLC - Foreign Patent Applications 

 

											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0164C5
  

D1AU
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	2008246257	  	11/20/2008	  	Journal	  	01/20/11
						
	 013207.
  

0164C5CA
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	2548319	  	11/23/2004	  	2548319	  	07/07/05
						
	 013207.
  

0164C5CN
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	0480041374.2	  	11/23/2004	  	1914829	  	02/14/2007


  
 6-14










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0164C5FR
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006
						
	 013207.
  

0164C5DE
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006
						
	 013207.
  

0164C5HK
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	07101754.7	  	02/14/2007	  	1094627A	  	04/04/2007
						
	 013207.
  

0164C5IS
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006
						
	 013207.
  

0164C5IE
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006


  
 6-15










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0164C5
  

D1JP
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	2010-030468	  	02/15/2010	  	2010-213266	  	09/24/2010
						
	 013207.
  

0164C5ES
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006
						
	 013207.
  

0164C5SE
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006
						
	 013207.
  

0164C5TR
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006
						
	 013207.
  

0164C5GB
	  	SYSTEM FOR INTEGRATING AN AIRBORNE WIRELESS CELLULAR NETWORK WITH TERRESTRIAL WIRELESS CELLULAR NETWORKS AND THE PUBLIC SWITCHED TELEPHONE NETWORK	  	04812004.2	  	11/23/2004	  	1695457	  	08/30/2006


  
 6-16










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0164C6CA
	  	OVERLAPPING SPECTRUM CELLULAR COMMUNICATION NETWORKS	  	2552300	  	01/06/2005	  	2552300	  	08/04/2005
						
	 013207.
  

0240PTCA
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	2667331	  	04/23/2009	  	2667331	  	Unknown
						
	 013207.
  

0240PTCN
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	200780040582.4	  	04/30/2009	  	 CN
  

101536565A
	  	09/16/09
						
	 013207.
  

0240PTEP
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	07842607.9	  	04/01/2009	  	2103153	  	11/23/2009
						
	 013207.
  

0240PTHK
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	10102028.0	  	02/26/2010	  	1136138A	  	06/18/2010
						
	 013207.
  

0240PTIN
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	2952/CHENP/78640	  	05/27/2009	  		  	
						
	 013207.
  

0240PTJP
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	2009-535374	  	04/29/2009	  	2010-508771	  	03/18/2010


  
 6-17










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0240PTMX
	  	MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL SITES	  	2009/004818	  	04/30/2009	  		  	
						
	 013207.
  

0241PTCA
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	2667370	  	04/23/2009	  	2667370	  	Unknown
						
	 013207.
  

0241PTCN
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	200780040683.1	  	04/30/2009	  	CN 101536360A	  	09/16/2009
						
	 013207.
  

0241PTEP
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	07842610.3	  	04/01/2009	  	2078349	  	07/15/2009
						
	 013207.
  

0241PTHK
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	10102027.1	  	02/26/2010	  	1136102A	  	06/18/2010


  
 6-18










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0241PTIN
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	2950/CHENP/2009	  	05/27/2009	  		  	
						
	 013207.
  

0241PTJP
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	2009-535375	  	04/30/2009	  	2010-508772	  	03/18/2010
						
	 013207.
  

0241PTMX
	  	AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK TERRESTRIAL BASE STATION HAVING MULTI-DIMENSIONAL SECTORS WITH ALTERNATING RADIO FREQUENCY POLARIZATIONS	  	2009/004812	  	04/30/2009	  		  	
						
	 013207.
  

0242PTCA
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	2667373	  	04/23/2009	  	2667373	  	Unknown
						
	 013207.
  

0242PTCN
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	200780040626.3	  	04/30/2009	  	CN 101536566A	  	09/16/2009


  
 6-19










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
  

0242PTEP
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	07842612.9	  	04/01/2009	  	2078431	  	07/15/2009
						
	 013207.
  

0242PTHK
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	010102024.4	  	02/26/2010	  	1136137A	  	06/18/10
						
	 013207.
  

0242PTIN
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	2970/CHENP/2009	  	05/27/2009	  		  	
						
	 013207.
  

0242PTMX
	  	SYSTEM FOR MANAGING THE MULTIPLE AIR-TO-GROUND COMMUNICATIONS LINKS ORIGINATING FROM EACH AIRCRAFT IN AN AIR-TO-GROUND CELLULAR COMMUNICATION NETWORK	  	2009/004816	  	04/29/2009	  		  	
						
	 013207.
  

0243PTCA
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC CONTENT FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2713398	  	07/28/2010	  	2713398	  	Unknown


  
 6-20










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
 0243PTCN
	  	CUSTOMIZING CONTENT FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	200880125769.9	  	07/27/2010	  	 CN
  

101971160A
	  	02/09/2011
						
	 013207.
 0243PTEP
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC CONTENT FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	08871942.2	  	08/10/2010	  	2250574	  	11/17/2010
	 013207.
 0243PTIN
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC CONTENT FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	5230/CHENP/2010	  	08/23/2010	  		  	
	 013207.
 0251PTCA
	  	SYSTEM FOR HANDOFF OF AIRCRAFT-BASED CONTENT DELIVERY TO ENABLE PASSENGERS TO RECEIVE THE REMAINDER OF A SELECTED CONTENT FROM A TERRESTRIAL LOCATION	  	2713395	  	07/28/2010	  	2713395	  	Unknown
	 013207.
 0251PTCN
	  	SYSTEM FOR HANDOFF OF AIRCRAFT-BASED CONTENT DELIVERY TO ENABLE PASSENGERS TO RECEIVE THE REMAINDER OF A SELECTED CONTENT FROM A TERRESTRIAL LOCATION	  	200880125770.1	  	07/27/2010	  	 CN
  

101925891A
	  	12/22/2010
						
	 013207.
 0251PTEP
	  	SYSTEM FOR HANDOFF OF AIRCRAFT-BASED CONTENT DELIVERY TO ENABLE PASSENGERS TO RECEIVE THE REMAINDER OF A SELECTED CONTENT FROM A TERRESTRIAL LOCATION	  	08871809.3	  	08/28/2010	  	2248037	  	11/10/2010
	 013207.
 0251PTIN
	  	SYSTEM FOR HANDOFF OF AIRCRAFT-BASED CONTENT DELIVERY TO ENABLE PASSENGERS TO RECEIVE THE REMAINDER OF A SELECTED CONTENT FROM A TERRESTRIAL LOCATION	  	5231/CHENP/2010	  	08/23/2010	  	 5231/
  

CHENP/
  

2010A
	  	12/02/2011


  
 6-21










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
 0253PTCA
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC SERVICES FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2713393	  	07/29/10	  	2713393	  	Unknown
	 013207.
 0253PTCN
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC SERVICES FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	200880125768.4	  	07/28/10	  	 CN
  

101925890A
	  	12/22/2010
						
	 013207.
 0253PTEP
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC SERVICES FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	08871638.6	  	08/25/2010	  	2250573	  	11/17/2010
	 013207.
 0253PTIN
	  	SYSTEM FOR CUSTOMIZING ELECTRONIC SERVICES FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	5236/CHENP/2010	  	08/23/2010	  		  	03/18/2011
	 013207.
 0254PTCA
	  	SYSTEM FOR MANAGING VOICE OVER INTERNET PROTOCOL COMMUNICATIONS IN A NETWORK	  	2714677	  	08/09/2010	  	2714677	  	Unknown
						
	 013207.
 0254PTCN
	  	SYSTEM FOR MANAGING VOICE OVER INTERNET PROTOCOL COMMUNICATIONS IN A NETWORK	  	200980112821.1	  	10/11/2010	  	 CN
  

101999217A
	  	03/30/2011
						
	 013207.
 0254PTEP
	  	SYSTEM FOR MANAGING VOICE OVER INTERNET PROTOCOL COMMUNICATIONS IN A NETWORK	  	09710306.3	  	09/11/2010	  	2245777	  	11/03/2010
						
	 013207.
 0254PTIN
	  	SYSTEM FOR MANAGING VOICE OVER INTERNET PROTOCOL COMMUNICATIONS IN A NETWORK	  	5558/CHENP/2010	  	09/06/2010	  		  	12/02/2011
						
	 013207.
 0256PTAP
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	Not Yet Known	  	02/28/2011	  		  	
	 013207.
 0256PTAU
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICESCALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2009277061	  	03/18/2011	  		  	


  
 6-22










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
 0256PTCA
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2732745	  	02/01/2011	  	2732745	  	Unknown
	 013207.
 0256PTCN
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	200980134009.9	  	02/28/2011	  	 CN
  

102138343A
	  	07/27/11
						
	 013207.
 0256PTEP
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	09803303.8	  	02/28/2011	  	2311275	  	04/20/11
	 013207.
 0256PTIN
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	 1232/CHENP/2011

 
	  	02/23/2011	  	1232/CHENP/2011A	  	12/02/11
						
	 013207.
 0256PTRU
	  	SYSTEM FOR MANAGING AN AIRCRAFT-ORIENTED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	Not Yet Known	  	02/25/2011	  		  	
	 013207.
 0265PTAP
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	09727854.3	  	03/05/2009	  	EP2260649	  	12/15/2010
	 013207.
 0265PTAU
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2009232230	  	11/09/2010	  		  	
	 013207.
 0265PTCA
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	Not Yet Known	  	10/19/2010	  		  	
	 013207.
 0265PTCN
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	200980118268.2	  	11/19/2010	  	 CN
  

102037744A
	  	04/27/2011
						
	 013207.
 0265PTEP
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	07927854.3	  	10/26/2010	  	2260649	  	12/15/2010


  
 6-23










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
 0265PTIN
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	  
 6864/CHEN/

 
 2010
	  	  
 10/26/2010
	  	  
 6864/

 
 CHENP/

 
 2010A
	  	  
 07/22/2011

						
	 013207.
 0265PTRU
	  	SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2010144495	  	10/29/2010	  		  	
	 013207.
 0294PTAU
	  	SYSTEM FOR CREATING AN AIRCRAFT-BASED IINTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2009255573	  	11/01/2010	  		  	
	 013207.
 0294PTCA
	  	SYSTEM FOR CREATING AN AIRCRAFT-BASED IINTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	Not Yet Known	  	10/08/2010	  		  	
	 013207.
 0294PTCN
	  	SYSTEM FOR CREATING AN AIRCRAFT-BASED IINTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	  
 200980118068.7
	  	  
 11/18/2010
	  	  
 CN

 
 102037660A
	  	  
 04/27/2011

						
	 013207.
 0294PTEP
	  	SYSTEM FOR CREATING AN AIRCRAFT-BASED INTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	09758820.6	  	10/15/2010	  	2260585	  	12/15/2010
	 013207.
 0294PTIN
	  	SYSTEM FOR CREATING AN AIRCRAFT-BASED IINTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	  
 6874/CHENP/

 
 2010
	  	  
 10/26/2010
	  	  
 6874/

 
 CHENP/

 
 2010A
	  	  
 07/08/2011

						
	 013207.
 0294PTRU
	  	SYSTEM FOR CREATING AN AIRCRAFT-BASED IINTERNET PROTOCOL SUBNET IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2010144497	  	01/03/2011	  		  	


  
 6-24










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
 0295PTAP
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	 AP/P/2010/
  

005433
	  	12/20/2010	  		  	
						
	 013207.
 0295PTAU
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	2009255574	  	10/08/2010	  		  	
	 013207.
 0295PTCA
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	2720246	  	09/30/2010	  	2720246	  	Unknown
	 013207.
 0295PTCN
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	200980118267.8	  	11/19/2010	  	 CN
  

102037661A
	  	04/27/2011
						
	 013207.
 0295PTEP
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	09758821.4	  	10/19/2010	  		  	
	 013207.
 0295PTIN
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	6866/CHENP/2010	  	10/26/2010	  	 6866/CHENP/2010A

 
	  	07/08/11
						
	 013207.
 0295PTRU
	  	SYSTEM FOR CREATING AN AIR-TO-GROUND IP TUNNEL IN AN AIRBORNE WIRELESS CELLULAR NETWORK TO DIFFERENTIATE INDIVIDUAL PASSENGERS	  	2010144494	  	10/29/2010	  		  	
	 013207.
 0302PTCA
	  	SYSTEM FOR PROVIDING HIGH SPEED COMMUNICATIONS SERVICE IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	2727609	  	12/16/2010	  	2727609	  	Unknown


  
 6-25










											
	Docket No.	  	Title	  	Appl. No.	  	 Appl.
 Date
	  	Pub. No.	  	Pub. Date
						
	 013207.
 0302PTCN
	  	SYSTEM FOR PROVIDING HIGH SPEED COMMUNICATIONS SERVICE IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	  
 200980129376.X
	  	  
 12/16/2010
	  	  
 CN

 
 102217409
	  	  
 10/12/11

						
	 013207.
 0302PTEP
	  	SYSTEM FOR PROVIDING HIGH SPEED COMMUNICATIONS SERVICE IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	09763028.9	  	01/19/2011	  	2292071	  	03/09/11
	 013207.
 0302PTIN
	  	SYSTEM FOR PROVIDING HIGH SPEED COMMUNICATIONS SERVICE IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	  
 153/CHENP/

 
 2011
	  	  
 01/10/2011
	  	  
 153/CHENP/2011/A
	  	  
 09/23/11

						
	 013207.
 0326PTWO
	  	TRAFFIC SCHEDULING SYSTEM FOR WIRELESS COMMUNICATIONS	  	  
 PCT/US2011/

 
 068110
	  	  
 12/30/2011
	  		  	
						
	 013207.
 0328PTWO
	  	SPECTRUM SHARING BETWEEN AN AIRCRAFT-BASED AIR-TO-GROUND COMMUNICATION SYSTEM AND EXISTING GEOSTATIONARY SATELLITE SERVICES	  	  
 PCT/US2012

 
 040527
	  	  
 06/01/2012
	  		  	
						
		  	CUSTOMMIZING CONTENT FOR DELIVERY TO A PASSENGER IN AN AIRBORNE WIRELESS CELLULAR NETWORK	  	08871942.2	  	11/18/2008	  	EP2250574	  	11/17/2010


  
 6-26









 TRADEMARKS 
 Aircell Business Aviation Services LLC - U.S. Trademark Registrations 
  

											
	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date
	  	 Reg. No.
	  	 Reg. Date

						
	AIRCELL	  	9	  	77175419	  	May 8, 2007	  	3473339	  	July 22, 2008
						
	AIRCELL	  	9, 38	  	75679536	  	April 9, 1999	  	2641476	  	October 29, 2002
						
	AIRCELL	  	38	  	77175408	  	May 8, 2007	  	3573284	  	February 10, 2009
						
	AIRCELL	  	9	  	77316410	  	October 29, 2007	  	3554990	  	December 30, 2008
						
	AIRCELL	  	38	  	77316414	  	October 29, 2007	  	3554991	  	December 30, 2008
						
	AIRCELL	  	38	  	77175204	  	May 8, 2007	  	3561842	  	January 13, 2009
						
	AIRCELL	  	9	  	75679720	  	April 9, 1999	  	2606315	  	August 13, 2002
						
	AIRCELL	  	38	  	74246637	  	February 18, 1992	  	1997223	  	August 27, 1996
						
	AIRCELL	  	9	  	77175183	  	May 8, 2007	  	3473337	  	July 22, 2008
						
	AIRCELL AXXESS	  	38	  	77175208	  	May 8, 2007	  	3513369	  	October 7, 2008
						
	AIRCELL AXXESS	  	38	  	78595026	  	March 25, 2005	  	3286856	  	August 28, 2007
						
	AIRCELL AXXESS	  	9	  	78595031	  	March 25, 2005	  	3286857	  	August 28, 2007


  
 6-27










											
	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date
	  	 Reg. No.
	  	 Reg. Date

						
	AIRCELL AXXESS	  	9	  	77175191	  	May 8, 2007	  	3481693	  	August 5, 2008
						
	AIRCELL BROADBAND	  	38	  	77604031	  	October 30, 2008	  	3631108	  	June 2, 2009
						
	AIRCELL ON BOARD	  	9	  	76127159	  	September 13, 2000	  	2552129	  	March 26, 2002
						
	AIRCELL ON BOARD	  	38	  	75716012	  	May 27, 1999	  	2606334	  	August 13, 2002
						
	AIRCELL ON BOARD	  	38	  	77175213	  	May 8, 2007	  	3565337	  	January 20, 2009
						
	AIRCELL ON BOARD	  	9	  	77175198	  	May 8, 2007	  	3485879	  	August 12, 2008
						
	IN TOUCH, IN FLIGHT	  	38	  	75561855	  	September 30, 1998	  	2307311	  	January 11, 2000
						
	IN TOUCH, IN FLIGHT	  	9	  	77175201	  	May 8, 2007	  	3473338	  	July 22, 2008
						
	IN TOUCH, IN FLIGHT	  	38	  	77175218	  	May 8, 2007	  	3477620	  	July 29, 2008
						
	IN TOUCH, IN FLIGHT	  	9	  	76116963	  	August 24, 2000	  	2600307	  	July 30, 2002

 Aircell Business Aviation Services LLC - U.S. Trademark Applications 

 

							
	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

				
	AIRCELL (and design)	  	9	  	85495497	  	December 14, 2011
				
	IN AIR & ON.	  	38	  	85495479	  	December 14, 2011
				
	AIRCELL (and design)	  	38	  	85495466	  	December 14, 2011
				
	AIRCELL MOBILE	  	9	  	85836995	  	January 30, 2013
				
	AIRCELL MOBILE	  	38	  	85836990	  	January 30, 2013


  
 6-28









 Gogo LLC - U.S. Trademark Registrations 

 

											
	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date
	  	 Reg. No.
	  	 Reg. Date

						
	Emoticon Logo *-)-	  	38	  	77976486	  	October 19, 2007	  	3600042	  	March 31, 2009
						
	Emoticon Logo *-)-	  	9	  	77309056	  	October 19, 2007	  	3667304	  	August 11, 2009
						
	GOGO	  	9	  	77216179	  	September 8, 2009	  	3680364	  	September 8, 2009
						
	GOGO	  	38	  	77216180	  	June 26, 2007	  	3499843	  	September 9, 2008
						
	GOGO	  	9	  	85339267	  	June 6, 2011	  	4129839	  	April 17, 2012
						
	GOGO	  	38	  	85339274	  	June 6, 2011	  	4133147	  	April 24, 2012
						
	GOGO VISION	  	38	  	85370757	  	July 13, 2011	  	4133220	  	April 24, 2012
						
	IN AIR. ONLINE.	  	9	  	85349568	  	June 17, 2011	  	4126958	  	April 10, 2012
						
	IN AIR. ONLINE.	  	38	  	85349559	  	June 17, 2011	  	4126957	  	April 10, 2012
						
	WI-FI WITH WINGS	  	9	  	77327233	  	November 12, 2007	  	3680528	  	Sept. 8, 2009
						
	WI-FI WITH WINGS	  	38	  	77327244	  	November 12, 2007	  	3555008	  	December 30, 2008
						
	LAND ON TOP OF THINGS	  	38	  	85440937	  	October 06, 2011	  	4247178	  	November 20, 2012


  
 6-29









 Gogo LLC - U.S. Trademark Applications 

 

							
	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

				
	GOGO BIZ	  	38	  	85581100	  	March 27, 2012
				
	IT’S THE INTERNET. IN THE SKY.	  	38	  	85440977	  	October 6, 2011


  
 6-30









 Aircell Business Aviation Services LLC - Foreign Trademark Registrations 

 

									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Argentina	  	



	  	38	  	2,257,882	  	Nov. 12, 2008
					
	Argentina	  	



	  	9	  	2,257,881	  	Nov. 12, 2008
					
	Argentina	  	



	  	38	  	2,284,832	  	Apr. 28, 2009
					
	Argentina	  	AIRCELL	  	9	  	2,257,879	  	Nov. 12, 2008
					
	Argentina	  	AIRCELL	  	38	  	2,257,880	  	Nov. 12, 2008
					
	Argentina	  	AIRCELL AXXESS	  	38	  	2,146,494	  	March 14, 2007
					
	Argentina	  	AIRCELL AXXESS	  	9	  	2,156,528	  	May 7, 2007
					
	Argentina	  	AIRCELL ON BOARD	  	38	  	2,257,884	  	Nov. 12, 2008
					
	Argentina	  	AIRCELL ON BOARD	  	9	  	2,257,883	  	Nov. 12, 2008
					
	Argentina	  	IN TOUCH, IN FLIGHT	  	38	  	2,257,828	  	December 11, 2008
					
	Argentina	  	IN TOUCH, IN FLIGHT	  	9	  	2,327,426	  	November 12, 2009
					
	Austria	  	AIRCELL AXXESS	  	9, 38	  	880602	  	November 27, 2006
					
	Benelux	  	AIRCELL AXXESS	  	9, 38	  	880602	  	September 23, 2005
					
	Brazil	  	AIRCELL	  	9	  	827011989	  	December 8, 2009
					
	Canada	  	



	  	9, 38	  	TMA603840	  	March 2, 2004
					
	Canada	  	



	  	9, 35, 39	  	TMA784044	  	December 3, 2010
					
	Canada	  	



	  	9, 38	  	TMA750820	  	October 22, 2009


  
 6-31










									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Canada	  	AIRCELL	  	9, 38	  	TMA604608	  	March 9, 2004
					
	Canada	  	AIRCELL	  	9, 35, 39	  	TMA750834	  	October 22, 2009
					
	Canada	  	AIRCELL AXXESS	  	9, 35, 39	  	TMA750833	  	October 22, 2009
					
	Canada	  	IN TOUCH, IN FLIGHT	  	38	  	TMA561460	  	May 7, 2002
					
	Canada	  	IN TOUCH, IN FLIGHT	  	9, 35, 39	  	TMA750832	  	October 22, 2009
					
	China	  	



	  	38	  	944,367	  	June 13, 2009
					
	China	  	



	  	38	  	967,130	  	Jan. 17, 2010
					
	China	  	



	  	9	  	967,131	  	April 29, 2008
					
	China	  	AIRCELL	  	38	  	944,363	  	June 13, 2009
					
	China	  	AIRCELL AXXESS	  	9	  	947,823	  	November 8, 2007
					
	China	  	



	  	9	  	946,334	  	November 8, 2007
					
	China	  	AIRCELL AXXESS	  	38	  	944,366	  	June 14, 2009
					
	China	  	AIRCELL ON BOARD	  	38	  	944,365	  	June 24, 2009
					
	Denmark	  	AIRCELL AXXESS	  	9, 38	  	880,602	  	Nov. 27, 2006
					
	European Community	  	



	  	38	  	967,130	  	June 2, 2009
					
	European Community	  	



	  	38	  	944,367	  	October 17, 2008
					
	European Community	  	



	  	9	  	946,334	  	November 7, 2008


  
 6-32










									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	European Community	  	



	  	9	  	967,131	  	June 2, 2009
					
	European Community	  	AIRCELL	  	9, 38	  	4,065,652	  	October 23, 20061
					
	European Community	  	AIRCELL	  	38	  	944,363	  	October 17, 2008
					
	European Community	  	AIRCELL	  	9	  	946,335	  	November 7, 2008
					
	European Community	  	AIRCELL AXXESS	  	38	  	944,366	  	October 17, 2008
					
	European Community	  	AIRCELL AXXESS	  	9	  	947,823	  	November 21, 2008
					
	European Community	  	AIRCELL ON BOARD	  	38	  	944,365	  	October 17, 2008
					
	European Community	  	AIRCELL ON BOARD	  	9	  	946,337	  	Nov. 7, 2008
					
	European Community	  	IN TOUCH, IN FLIGHT	  	38	  	1,154,285	  	November 5, 20012
					
	European Community	  	IN TOUCH, IN FLIGHT	  	38	  	944,364	  	October 17, 2008
					
	European Community	  	IN TOUCH, IN FLIGHT	  	9	  	946,336	  	June 6, 2008
					
	France	  	AIRCELL AXXESS	  	9, 38	  	880,602	  	November 27, 2006
					
	Germany	  	AIRCELL AXXESS	  	9, 38	  	880,602	  	December 14, 2006
					
	India	  	IN TOUCH, IN FLIGHT	  	9, 38	  	1,663,501	  	March 31, 20093
					
	Italy	  	AIRCELL AXXESS	  	9	  	880,602	  	November 27, 2006


 

	1 Note:	Current owner of record may be Aircell LLC. Assignment to Aircell Business Aviation Services LLC sent to local counsel for recording. 


	2 Note:	Current owner of record may be Aircell LLC. Assignment to Aircell Business Aviation Services LLC sent to local counsel for recording. 


	3 Note:	Current owner of record is Aircell LLC. Assignment to Aircell Business Aviation Services LLC in process. 


  
 6-33










									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Japan	  	



	  	38	  	944,367; JP 2007-361,548	  	November 14, 2008
					
	Japan	  	



	  	38	  	967130	  	May 21, 2009
					
	Japan	  	AIRCELL	  	9, 38	  	944,363; JP 2007-361,544	  	August 14, 2008
					
	Japan	  	AIRCELL AXXESS	  	9	  	880,602	  	December 7, 2007
					
	Japan	  	AIRCELL AXXESS	  	38	  	944,366; JP 2007-361,547	  	March 9, 2009
					
	Japan	  	AIRCELL AXXESS	  	9	  	947,823; JP 2008-350,364	  	February 13, 2009
					
	Japan	  	AIRCELL ON BOARD	  	38	  	944,365; JP 2007-361,546	  	November 14, 2008
					
	Japan	  	AIRCELL ON BOARD	  	9	  	946,337; JP 2007-362,227	  	February 13, 2009
					
	Japan	  	IN TOUCH, IN FLIGHT	  	38	  	944,364; JP2007-361,545	  	November 14, 2008
					
	Japan	  	IN TOUCH, IN FLIGHT	  	9	  	946,336; JP 2007-362,226	  	February 13, 2009
					
	Madrid	  	



	  	38	  	944,367	  	November 8, 2007
					
	Madrid	  	



	  	9	  	946,334	  	November 8, 2007
					
	Madrid	  	



	  	38	  	967,130	  	April 29, 2008
					
	Madrid	  	



	  	9	  	967,131	  	April 29, 2008
					
	Madrid	  	AIRCELL	  	9	  	946,335	  	November 8, 2007


  
 6-34










									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Madrid	  	AIRCELL	  	38	  	944,363	  	November 8, 2007
					
	Madrid	  	AIRCELL AXXESS	  	9	  	880,602	  	September 23, 2005
					
	Madrid	  	AIRCELL AXXESS	  	38	  	944,366	  	November 8, 2007
					
	Madrid	  	AIRCELL AXXESS	  	9	  	947,823	  	November 8, 2007
					
	Madrid	  	AIRCELL ON BOARD	  	38	  	944,365	  	November 8, 2007
					
	Madrid	  	AIRCELL ON BOARD	  	9	  	946,337	  	November 8, 2007
					
	Madrid	  	IN TOUCH, IN FLIGHT	  	38	  	944,364	  	November 8, 2007
					
	Madrid	  	IN TOUCH, IN FLIGHT	  	9	  	946,336	  	November 8, 2007
					
	Mexico	  	



	  	38	  	634,828	  	November 30, 1999
					
	Mexico	  	



	  	9	  	749,268	  	May 29, 2002
					
	Mexico	  	



	  	38	  	1,100,623	  	May 20, 2009
					
	Mexico	  	



	  	38	  	1,056,652	  	August 27, 2008
					
	Mexico	  	



	  	9	  	1,101,365	  	May 22, 2009
					
	Mexico	  	



	  	9	  	1,111,818	  	July 23, 2009
					
	Mexico	  	AIRCELL	  	38	  	650,393	  	April 18, 2000
					
	Mexico	  	AIRCELL	  	9	  	836,446	  	June 9, 2004
					
	Mexico	  	AIRCELL	  	38	  	1,100,622	  	May 20, 2009


  
 6-35










									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Mexico	  	AIRCELL	  	9	  	1,113,088	  	July 31, 2009
					
	Mexico	  	AIRCELL AXXESS	  	38	  	1,057,097	  	August 28, 2008
					
	Mexico	  	AIRCELL AXXESS	  	9	  	1,113,087	  	July 31, 2009
					
	Mexico	  	AIRCELL ON BOARD	  	38	  	1,057,096	  	August 28, 2008
					
	Mexico	  	AIRCELL ON BOARD	  	9	  	1,112,576	  	July 29, 2009
					
	Mexico	  	IN TOUCH, IN FLIGHT	  	38	  	665564	  	July 27, 2000
					
	Mexico	  	IN TOUCH, IN FLIGHT	  	38	  	1,108,885	  	July 6, 2009
					
	Mexico	  	IN TOUCH, IN FLIGHT	  	9	  	1,104,601	  	June 10, 2009
					
	Netherlands Antilles	  	AIRCELL AXXESS	  	9	  	880602	  	November 26, 2006
					
	Norway	  	AIRCELL AXXESS	  	9, 38	  	880602; Nat’l Ref #20064412	  	August 29, 2008
					
	S. Korea	  	



	  	38	  	944,367	  	December 2, 2008
					
	S. Korea	  	



	  	38	  	967,130	  	April 20, 2009
					
	S. Korea	  	AIRCELL	  	38	  	944,363	  	December 5, 2008
					
	S. Korea	  	AIRCELL AXXESS	  	38	  	944,366	  	December 2, 2008
					
	S. Korea	  	AIRCELL ON BOARD	  	38	  	944,365	  	December 2, 2008
					
	S. Korea	  	IN TOUCH, IN FLIGHT	  	38	  	944,364	  	December 5, 2008
					
	Spain	  	AIRCELL AXXESS	  	9	  	880,602	  	November 27, 2006


  
 6-36










									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Sweden	  	AIRCELL AXXESS	  	9	  	880,602	  	September 23, 2005
					
	Switzerland	  	



	  	38	  	967,130	  	Jan. 17, 2010
					
	Switzerland	  	



	  	9	  	967,131	  	Jan. 17, 2010
					
	Switzerland	  	AIRCELL AXXESS	  	9	  	880,602	  	November 27, 2006
					
	United Kingdom	  	AIRCELL AXXESS	  	9	  	880,602	  	November 8, 2006

 Aircell Business Aviation Services LLC - Foreign Trademark Applications4 

 

									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	Brazil	  	



	  	9	  	829473297	  	November 8, 2007
					
	Brazil	  	



	  	38	  	829473300	  	November 8, 2007
					
	Brazil	  	



	  	9	  	829702644	  	April 29, 2008
					
	Brazil	  	



	  	38	  	829702652	  	April 29, 2008
					
	Brazil	  	AIRCELL	  	38	  	829473270	  	November 8, 2007
					
	Brazil	  	AIRCELL	  	9	  	829473262	  	November 8, 2007
					
	Brazil	  	AIRCELL AXXESS	  	9	  	827788606	  	September 26, 2005
					
	Brazil	  	AIRCELL AXXESS	  	38	  	829473327	  	November 8, 2007
					
	Brazil	  	AIRCELL AXXESS	  	38	  	827788614	  	September 26, 2005


 

	4 Note:	Current owner of record of all pending Brazilian applications is unclear. Assignment to Aircell Business Aviation Services LLC cannot be recorded until marks are
registered. 


  
 6-37










									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	Brazil	  	AIRCELL AXXESS	  	9	  	829473319	  	November 8, 2007
					
	Brazil	  	AIRCELL ON BOARD	  	38	  	829473343	  	November 8, 2007
					
	Brazil	  	AIRCELL ON BOARD	  	9	  	829473335	  	November 8, 2007
					
	Brazil	  	IN TOUCH, IN FLIGHT	  	9	  	829473360	  	November 8, 2007
					
	Brazil	  	IN TOUCH, IN FLIGHT	  	38	  	829473378	  	November 8, 2007

  

													
	 Trademark
	  	 Class(es)
	  	 Serial
No./Reg.
No.
	  	 Filing/Reg. Date
	  	 Country
	  	 Status
	  	 Owner

							
	



	  	9, 38	  	1581949	  	June 13, 2012	  	Canada	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	1581950	  	June 13, 2012	  	Canada	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	China	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	China	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	China	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC


  
 6-38










													
	 Trademark
	  	 Class(es)
	  	 Serial
No./Reg.
No.
	  	 Filing/Reg. Date
	  	 Country
	  	 Status
	  	 Owner

							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	China	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	European Community	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	European Community	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	European Community	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	European Community	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Japan	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Japan	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	Japan	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC


  
 6-39










													
	 Trademark
	  	 Class(es)
	  	 Serial
No./Reg.
No.
	  	 Filing/Reg. Date
	  	 Country
	  	 Status
	  	 Owner

							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	Japan	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Madrid	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Madrid	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	Madrid	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	Madrid	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	1282782	  	June 13, 2012	  	Mexico	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	1282787	  	June 13, 2012	  	Mexico	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	1282799	  	June 13, 2012	  	Mexico	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC


  
 6-40










													
	 Trademark
	  	 Class(es)
	  	 Serial
No./Reg.
No.
	  	 Filing/Reg. Date
	  	 Country
	  	 Status
	  	 Owner

							
	



	  	9	  	Pending	  	June 13, 2012	  	Norway	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Norway	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	Norway	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	Norway	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Russian Federation	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Russian Federation	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	Russian Federation	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	Russian Federation	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC


  
 6-41










													
	 Trademark
	  	 Class(es)
	  	 Serial
No./Reg.
No.
	  	 Filing/Reg. Date
	  	 Country
	  	 Status
	  	 Owner

							
	



	  	9	  	Pending	  	June 13, 2012	  	S. Korea	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	S. Korea	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	S. Korea	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	S. Korea	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Switzerland	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	9	  	Pending	  	June 13, 2012	  	Switzerland	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	



	  	38	  	Pending	  	June 13, 2012	  	Switzerland	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC
							
	IN AIR & ON.	  	38	  	Pending	  	June 13, 2012	  	Switzerland	  	Pending International Trademark Applications	  	Aircell Business Aviation Services LLC


  
 6-42









 Gogo LLC - Foreign Trademark Registrations 

 

									
	 Country
	  	 Trademark
	  	 Class
	  	 Reg. No.
	  	 Reg. Date

					
	Argentina	  	Emoticon Logo *-)-	  	9	  	2,282,458	  	April 23, 2009
					
	Argentina	  	Emoticon Logo *-)-	  	38	  	2,282,459	  	April 23, 2009
					
	Argentina	  	WI-FI WITH WINGS	  	38	  	2,344,787	  	February 9, 2010
					
	Argentina	  	WI-FI WITH WINGS	  	9	  	2,344,786	  	February 9, 2010
					
	Brazil	  	Emoticon Logo *-)-	  	38	  	829699180	  	August 30, 2011
					
	Canada	  	GOGO	  	9, 38	  	TMA748631	  	September 24, 2009
					
	Canada	  	WI-FI WITH WINGS	  	9, 38	  	TMA748145	  	September 21, 2009
					
	Canada	  	Emoticon Logo *-)-	  	9, 38, 42	  	823364	  	May 4, 2012
					
	China	  	Emoticon Logo *-)-	  	9, 38	  	967,127	  	April 18, 2008
					
	China	  	WI-FI WITH WINGS	  	38	  	966,318	  	May 10, 2008
					
	European Community	  	Emoticon Logo *-)-	  	9, 38	  	967,127	  	April 18, 2008
					
	European Community	  	GOGO	  	9	  	952,270	  	December 21, 2007
					
	European Community	  	GOGO	  	38	  	954,700	  	December 21, 2007
					
	European Community	  	WI-FI WITH WINGS	  	38	  	966,318	  	May 10, 2008
					
	European Community	  	WI-FI WITH WINGS	  	9	  	971,696	  	May 10, 2008
					
	Japan	  	Emoticon Logo *-)-	  	9, 38	  	967,127	  	April 18, 2008


  
 6-43










									
					
	Japan	  	GOGO	  	38	  	954,700	  	December 22, 2007
					
	Japan	  	WI-FI WITH WINGS	  	38	  	966,318	  	May 10, 2008
					
	Japan	  	WI-FI WITH WINGS	  	9	  	971,696	  	May 10, 2008
					
	Madrid	  	Emoticon Logo *-)-	  	9, 38	  	967,127	  	April 18, 2008
					
	Madrid	  	GOGO	  	9	  	952,270	  	December 21, 2007
					
	Madrid	  	GOGO	  	38	  	954,700	  	December 21, 2007
					
	Madrid	  	



	  	9	  	1,104,647	  	December 6, 2011
					
	Madrid	  	



	  	38	  	1,102,947	  	December 6, 2011
					
	Madrid	  	GOGO VISION	  	38	  	1,103,120	  	December 12, 2011
					
	Madrid	  	IN AIR. ONLINE.	  	38	  	1,105,342	  	December 12, 2011
					
	Madrid	  	WI-FI WITH WINGS	  	9	  	971,696	  	May 10, 2008
					
	Madrid	  	WI-FI WITH WINGS	  	38	  	966,318	  	May 10, 2008
					
	Mexico	  	Emoticon Logo *-)-	  	38	  	1,051,867	  	July 31, 2008
					
	Mexico	  	Emoticon Logo *-)-	  	9, 38	  	1,075,459	  	December 2, 2008
					
	Mexico	  	GOGO	  	38	  	1,039,786	  	May 19, 2008
					
	Mexico	  	GOGO	  	9	  	1,073,885	  	November 26, 2008
					
	Mexico	  	WI-FI WITH WINGS	  	38	  	1,060,656	  	September 12, 2008
					
	Russian Federation	  	GOGO	  	9	  	952270	  	December 21, 2007


  
 6-44










									
					
	S. Korea	  	Emoticon Logo *-)-	  	9, 38	  	967,127	  	April 18, 2008
					
	Switzerland	  	Emoticon Logo *-)-	  	9, 38	  	967,127	  	April 18, 2008
					
	Switzerland	  	GOGO	  	9	  	952,270	  	December 21, 2007
					
	Switzerland	  	GOGO	  	38	  	954,700	  	December 21, 2007
					
	Switzerland	  	WI-FI WITH WINGS	  	38	  	966,318	  	May 10, 2008
					
	Switzerland	  	WI-FI WITH WINGS	  	9	  	971,696	  	May 10, 2008

 Gogo LLC - Foreign Trademark Applications 

 

									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	Argentina	  	



	  	9	  	3,133,415	  	December 6, 2011
					
	Argentina	  	



	  	38	  	3,133,419	  	December 6, 2011
					
	Argentina	  	IN AIR. ONLINE.	  	38	  	3,133,420	  	December 6, 2011
					
	Argentina	  	GOGO VISION	  	38	  	3,133,421	  	December 6, 2011
					
	Argentina	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	3,154,656	  	March 29, 2012
					
	Argentina	  	LAND ON TOP OF THINGS	  	38	  	3,154,658	  	March 29, 2012
					
	Brazil	  	Emoticon Logo *-)-	  	9	  	829699163	  	April 22, 2008
					
	Brazil	  	GOGO	  	9	  	829522646	  	December 26, 2007
					
	Brazil	  	GOGO	  	38	  	829522654	  	December 26, 2007
					
	Brazil	  	GOGO VISION	  	38	  	Pending	  	January 3, 2012


  
 6-45










									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	Brazil	  	IN AIR. ONLINE.	  	38	  	831283661	  	December 16, 2011
					
	Brazil	  	



	  	9	  	Pending	  	December 6, 2011
					
	Brazil	  	



	  	38	  	Pending	  	December 6, 2011
					
	Brazil	  	WI-FI WITH WINGS	  	38	  	829715681	  	May 12, 2008
					
	Brazil	  	WI-FI WITH WINGS	  	9	  	829715673	  	May 12, 2008
					
	Canada	  	



	  	9, 38	  	1555,119	  	December 6, 2011
					
	Canada	  	GOGO VISION	  	38	  	1555,117	  	December 6, 2011
					
	Canada	  	IN AIR. ONLINE.	  	38	  	1555,118	  	December 6, 2011
					
	Canada	  	IT’S THE INTERNET. IN THE SKY	  	38	  	1570,656	  	March 27, 2012
					
	Canada	  	LAND ON TOP OF THINGS	  	38	  	1570,655	  	March 27, 2012
					
	China	  	



	  	9	  	1104647	  	December 6, 2011
					
	China	  	



	  	38	  	1102947	  	December 6, 2011
					
	China	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	China	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	China	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	China	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012
					
	European Union	  	



	  	9	  	1104647	  	December 6, 2011


  
 6-46










									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	European Union	  	



	  	38	  	1102947	  	December 6, 2011
					
	European Union	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	European Union	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	European Union	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	European Union	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012
					
	India	  	GOGO	  	9, 38	  	1,635,488	  	December 26, 2007
					
	India	  	



	  	9, 38	  	2245884	  	December 7, 2011
					
	India	  	IN AIR. ONLINE.	  	38	  	2246620	  	December 9, 2011
					
	India	  	GOGO VISION	  	38	  	2245883	  	December 8, 2011
					
	India	  	IT’S THE INTERNET. IN THE SKY	  	38	  	2306477	  	March 27, 2012
					
	India	  	LAND ON TOP OF THINGS	  	38	  	2306476	  	March 27, 2012
					
	Japan	  	



	  	9	  	1104647	  	December 6, 2011
					
	Japan	  	



	  	38	  	1102947	  	December 6, 2011
					
	Japan	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	Japan	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	Japan	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	Japan	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012


  
 6-47










									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	Madrid	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	A0029053	  	March 29, 2012
					
	Madrid	  	LAND ON TOP OF THINGS	  	38	  	A0029057	  	March 29, 2012
					
	Mexico	  	



	  	9	  	1,233,260	  	December 6, 2011
					
	Mexico	  	



	  	38	  	1,233,261	  	December 6, 2011
					
	Mexico	  	IN AIR. ONLINE.	  	38	  	1,233,568	  	December 7, 2011
					
	Mexico	  	GOGO VISION	  	38	  	1,233,566	  	December 7, 2011
					
	Mexico	  	IT’S THE INTERNET. IN THE SKY	  	38	  	1261821	  	March 28, 2012
					
	Mexico	  	LAND ON TOP OF THINGS	  	38	  	1261823	  	March 28, 2012
					
	Mexico	  	GOGO BIZ	  	38	  	1312339	  	September 26, 2012
					
	Norway	  	



	  	9	  	1104647	  	December 6, 2011
					
	Norway	  	



	  	38	  	1102947	  	December 6, 2011
					
	Norway	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	Norway	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	Norway	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	Norway	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012
					
	Russian Federation	  	



	  	9	  	1104647	  	December 6, 2011
					
	Russian Federation	  	



	  	38	  	1102947	  	December 6, 2011


  
 6-48










									
	 Country
	  	 Trademark
	  	 Class
	  	 Appl. No.
	  	 Appl. Date

					
	Russian Federation	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	Russian Federation	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	Russian Federation	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	Russian Federation	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012
					
	South Korea	  	



	  	9	  	1104647	  	December 6, 2011
					
	South Korea	  	



	  	38	  	1102947	  	December 6, 2011
					
	South Korea	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	South Korea	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	South Korea	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	South Korea	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012
					
	Switzerland	  	



	  	9	  	1104647	  	December 6, 2011
					
	Switzerland	  	



	  	38	  	1102947	  	December 6, 2011
					
	Switzerland	  	IN AIR. ONLINE.	  	38	  	1105342	  	December 12, 2011
					
	Switzerland	  	GOGO VISION	  	38	  	1103120	  	December 12, 2011
					
	Switzerland	  	IT’S THE INTERNET. IN THE SKY.	  	38	  	Pending	  	March 29, 2012
					
	Switzerland	  	LAND ON TOP OF THINGS	  	38	  	Pending	  	March 29, 2012

 EXCLUSIVE LICENSES TO REGISTERED UNITED STATES COPYRIGHTS 

NONE. 

  
 6-49









 SCHEDULE 7 TO THE 

GUARANTEE AND COLLATERAL AGREEMENT 
 MATERIAL EXCLUDED ASSETS 
 Aircraft: 

 

			
	 Grantor
	  	Asset
		
	Gogo LLC	  	Challenger 600

 Property Subject to Purchase Money Liens or Capital Lease Obligations: 

 

							
	 Grantor
	  	 Location
	  	 Vendor
	  	 Equipment Type

				
	Gogo LLC	  	3431 North Windsor, Aurora, CO 80011-8116	  	IBM Credit	  	BladeCenter
				
	Gogo LLC	  	1000 Commerce Drive, Oak Brook, IL 60523-8810	  	IBM Credit	  	BladeCenter
				
	Gogo LLC	  	3431 North Windsor, Aurora, CO 80011-8116	  	Data Sales	  	HP Equipment
				
	Gogo LLC	  	3431 North Windsor, Aurora, CO 80011-8116	  	Data Sales	  	Cisco Hardware
				
	Gogo LLC	  	1000 Commerce Drive, Oak Brook, IL 60523-8810	  	Data Sales	  	HP Equipment








 Leased Cell Towers: 

 

					
	 Grantor
	  	 Location
	  	 Assets

			
	Gogo LLC	  	19768 S. Merlene Lane
Wasilla, AK 99654	  	Leased space on cell tower
			
	Gogo LLC	  	3290 Peger Road
Fairbanks, AK 99687	  	Leased space on cell tower
			
	Gogo LLC	  	Cordova Airport
Cordova, AK 99574	  	Leased space on cell tower
			
	Gogo LLC	  	Ocean Cape Road
Yakatat, AK 99689	  	Leased space on cell tower
			
	Gogo LLC	  	9229 Cessna Drive
Juneau, AK 99601	  	Leased space on cell tower
			
	Gogo LLC	  	Totem Way
Kake, AK 99830	  	Leased space on cell tower
			
	Gogo LLC	  	1061 Aberdeen Road
Vernon, AL 35592	  	Leased space on cell tower
			
	Gogo LLC	  	880 Willie Rodgers Road
Evergreen, AL 36401	  	Leased space on cell tower
			
	Gogo LLC	  	449 Chandler Mountain Road
Attalla, AL 35987	  	Leased space on cell tower
			
	Gogo LLC	  	4794 Lee Road 188
Auburn, AL 36832	  	Leased space on cell tower
			
	Gogo LLC	  	9847 Holly Springs Road
Harrisburg, AR 72432	  	Leased space on cell tower
			
	Gogo LLC	  	1907 Gravel Pit Road
White Hall, AR 71603	  	Leased space on cell tower
			
	Gogo LLC	  	1.4 Mi So of Buck Knob
Buck City, AR 72142	  	Leased space on cell tower









					
			
	Gogo LLC	  	57 Cemetery Road
Hector, AR 72031	  	Leased space on cell tower
			
	Gogo LLC	  	1410 West Sunnyside Drive
Phoenix, AZ 85029	  	Leased space on cell tower
			
	Gogo LLC	  	4.5 Miles Southwest of Holbrook
Holbrook, AZ 86025	  	Leased space on cell tower
			
	Gogo LLC	  	MP 581 Hwy. 89A
Cooper Ridge Electronic Site
Jacob Lake, AZ 86022	  	Leased space on cell tower
			
	Gogo LLC	  	15769 S. Old Haviland Station Road
Yucca, AZ 86438	  	Leased space on cell tower
			
	Gogo LLC	  	10 MI SE of Williams, AZ 86046
Williams, AZ 86046	  	Leased space on cell tower
			
	Gogo LLC	  	10535 Box Springs Mtn. Road
Moreno Valley, CA 92557	  	Leased space on cell tower
			
	Gogo LLC	  	15311 Cuda Road
Arvin, CA 93307	  	Leased space on cell tower
			
	Gogo LLC	  	4 MI East of Yermo
Lodlow, CA 92338	  	Leased space on cell tower
			
	Gogo LLC	  	Hwy. 49 West of Mairposa
Mariposa, CA 95338	  	Leased space on cell tower
			
	Gogo LLC	  	6.7 Miles Southwest of San Ardo
Lockwood, CA	  	Leased space on cell tower
			
	Gogo LLC	  	Off Bollinger Canyon Road
Moraga, CA 94556	  	Leased space on cell tower
			
	Gogo LLC	  	Terminus of Bunch Lookout Road N. of Hwy 299
at Hatchett Mtn. Summit
Montgomery Creek, CA 96065	  	Leased space on cell tower
			
	Gogo LLC	  	Glamis
Winterhaven, CA 92283	  	Leased space on cell tower









					
			
	Gogo LLC	  	2 Miles South of I-10 Rest-Stop T.
Desert Center, CA	  	Leased space on cell tower
			
	Gogo LLC	  	 DIA East @ 88th
 Denver, CO
80022
	  	Leased space on cell tower
			
	Gogo LLC	  	Lobo Overlook
Crede, CO 81130	  	Leased space on cell tower
			
	Gogo LLC	  	Off of Colorado Route 13
Rifle, CO	  	Leased space on cell tower
			
	Gogo LLC	  	CR 35, 6 MI South of La Junta
La Junta, CO 81050	  	Leased space on cell tower
			
	Gogo LLC	  	104060 Hwy 491
Cahone, CO 81320	  	Leased space on cell tower
			
	Gogo LLC	  	29525 Hwy. 55
Crook, CO	  	Leased space on cell tower
			
	Gogo LLC	  	15677 Hwy. 59
Siebert, CO 80834	  	Leased space on cell tower
			
	Gogo LLC	  	Badger Mountain Radio Peak
Lake George, CO 80827	  	Leased space on cell tower
			
	Gogo LLC	  	9500 N.W. 109th Sreet
Medley, FL 33178	  	Leased space on cell tower
			
	Gogo LLC	  	1965 Lawson Road
Clearwater, FL 33763	  	Leased space on cell tower
			
	Gogo LLC	  	10301 Narcoossee Road
Orlando, FL 32823	  	Leased space on cell tower
			
	Gogo LLC	  	151 Roberts Landing Road
Wewahitchka, FL 32465	  	Leased space on cell tower
			
	Gogo LLC	  	11420 US Rt. 1 North Street
Augustine, FL 32095	  	Leased space on cell tower









					
			
	Gogo LLC	  	8060 E. US Highway 27
Perry, FL 32347	  	Leased space on cell tower
			
	Gogo LLC	  	6051 Poling Lane
Fort Myers, FL 33917	  	Leased space on cell tower
			
	Gogo LLC	  	1325 Virginia Avenue
East Point, GA 30344	  	Leased space on cell tower
			
	Gogo LLC	  	1709 Kilkenny Road
Richmond Hill, GA 31324	  	Leased space on cell tower
			
	Gogo LLC	  	1370 Windy Hill Road
Byromville, GA 31007	  	Leased space on cell tower
			
	Gogo LLC	  	7105 Mitchell-Warrenton Road
Glascock County, GA 30820	  	Leased space on cell tower
			
	Gogo LLC	  	Homerville Rd./Rte. 441
Homerville, GA 31634	  	Leased space on cell tower
			
	Gogo LLC	  	4101 170th Street
Brooklyn, IA 52211	  	Leased space on cell tower
			
	Gogo LLC	  	1881 320th Street
Casey, IA 50048	  	Leased space on cell tower
			
	Gogo LLC	  	1120 220th Street
Britt, IA 50423	  	Leased space on cell tower
			
	Gogo LLC	  	1367 Sherman Ridge Road
Waukon, IA 52172	  	Leased space on cell tower
			
	Gogo LLC	  	Bennett Mountain
Elmore County, ID 83467	  	Leased space on cell tower
			
	Gogo LLC	  	Baldy Mountain
Salmon, ID 83467	  	Leased space on cell tower
			
	Gogo LLC	  	South Frontage Road
Downey, ID 83234	  	Leased space on cell tower









					
			
	Gogo LLC	  	602 N. York Road
Bensonville, IL 60106	  	Leased space on cell tower
			
	Gogo LLC	  	921 Airport Avenue
Hermleigh, IL 62246	  	Leased space on cell tower
			
	Gogo LLC	  	14401 Henry Road
Morrison, IL 61270	  	Leased space on cell tower
			
	Gogo LLC	  	SE of I-55 & CR-8 Junction
Lexington, IL 61753	  	Leased space on cell tower
			
	Gogo LLC	  	Hwy 136 & E. 2350th
Table Grove, IL NA	  	Leased space on cell tower
			
	Gogo LLC	  	641 South County Road
450 East Connersville, IN 47331	  	Leased space on cell tower
			
	Gogo LLC	  	12734 North 1025 West
Monticello, IN 47960	  	Leased space on cell tower
			
	Gogo LLC	  	6158 W. State Road
Lewis, IN 47858	  	Leased space on cell tower
			
	Gogo LLC	  	4483 Co. Rd. DD
Grainfield, KS 67737	  	Leased space on cell tower
			
	Gogo LLC	  	3300 Emmet CT
Haysville, KS 67233	  	Leased space on cell tower
			
	Gogo LLC	  	12120 Hwy. 83
Garden City, KS 67846	  	Leased space on cell tower
			
	Gogo LLC	  	Intersection of Rte 281 and E. Grain Dr
Lebanon, KS 66952	  	Leased space on cell tower
			
	Gogo LLC	  	Hwy 77 and Old Hwy 77
Junction City, KS 66441	  	Leased space on cell tower
			
	Gogo LLC	  	579 Around the World Road
Wallins Creek, KY 40873	  	Leased space on cell tower









					
			
	Gogo LLC	  	1.5 MI SSE of Beechburg, KY
Flemingsburg , KY 41041	  	Leased space on cell tower
			
	Gogo LLC	  	320 Ranch Road
Mt. Washington, KY NA	  	Leased space on cell tower
			
	Gogo LLC	  	11096 State Route 109
Sturgis, KY 42459	  	Leased space on cell tower
			
	Gogo LLC	  	205 Garrett Hill Road
Haynesville, LA 71038	  	Leased space on cell tower
			
	Gogo LLC	  	1005 Cheneau Road
Kaplan, LA 70548	  	Leased space on cell tower
			
	Gogo LLC	  	41795 Hwy. 23
Buras, LA 70041	  	Leased space on cell tower
			
	Gogo LLC	  	124 Murray Street
Medford, MA 02155	  	Leased space on cell tower
			
	Gogo LLC	  	22400 Stoney Run Road SW
Westernport, MD 21562	  	Leased space on cell tower
			
	Gogo LLC	  	Monroe Street
Fruitland, MD 21826	  	Leased space on cell tower
			
	Gogo LLC	  	444 Blackcap Road
Eddington, ME 4428	  	Leased space on cell tower
			
	Gogo LLC	  	3483 Kensington Road
Milford, MI 48380	  	Leased space on cell tower
			
	Gogo LLC	  	5156 Walker Road
Rapid City, MI 49646	  	Leased space on cell tower
			
	Gogo LLC	  	154 Lakeview CT
Harbor View, MI 49950	  	Leased space on cell tower
			
	Gogo LLC	  	87844 CR668
Decatur, MI 49045	  	Leased space on cell tower









					
			
	Gogo LLC	  	9300 Buchanan
Shelby, MI 49455	  	Leased space on cell tower
			
	Gogo LLC	  	13320 15th Avenue
Minneapolis, MN 55441	  	Leased space on cell tower
			
	Gogo LLC	  	35170 880th Street
Heron Lake, MN 56137	  	Leased space on cell tower
			
	Gogo LLC	  	980 Hwy 7
East Clinton, MO 64735	  	Leased space on cell tower
			
	Gogo LLC	  	Kodiak Road
Georgiallatin, MO 64640	  	Leased space on cell tower
			
	Gogo LLC	  	Rte. 1 Box 231b
Hermann, MO 65041	  	Leased space on cell tower
			
	Gogo LLC	  	Highway E
Knox City, MO 62446	  	Leased space on cell tower
			
	Gogo LLC	  	4562 Hwy 49
South Florence, MS 39073	  	Leased space on cell tower
			
	Gogo LLC	  	141 Bethany Road
Holly Springs, MS 38635	  	Leased space on cell tower
			
	Gogo LLC	  	MacDonald Pass
Elliston, MT	  	Leased space on cell tower
			
	Gogo LLC	  	State RT 311 & Old Hwy. 10
Hysham, MT 59076	  	Leased space on cell tower
			
	Gogo LLC	  	3505 Tower Road
Maiden, NC 28650	  	Leased space on cell tower
			
	Gogo LLC	  	1805 W. Main Street
Williamston, NC 27892	  	Leased space on cell tower
			
	Gogo LLC	  	28 Mount Gilead Church Road
Pittsboro, NC 27312	  	Leased space on cell tower









					
			
	Gogo LLC	  	12046 33rd Street SE
Valley City, ND 58072	  	Leased space on cell tower
			
	Gogo LLC	  	83897 S. Highway 97
Mullen, NE 69152	  	Leased space on cell tower
			
	Gogo LLC	  	9601 Rokeby Road
Lincoln, NE 68526	  	Leased space on cell tower
			
	Gogo LLC	  	58897 873 Road
Waterbury, NE 68785	  	Leased space on cell tower
			
	Gogo LLC	  	Corner of 803rd Road. and 483rd Road
North Loop, NE 68859	  	Leased space on cell tower
			
	Gogo LLC	  	West 6th Street
Curtis, NE 69025	  	Leased space on cell tower
			
	Gogo LLC	  	4410 Hwy. 29
Fossil Beds, NE 69025	  	Leased space on cell tower
			
	Gogo LLC	  	416 Eagle Rock Avenue
West Orange, NJ 7052	  	Leased space on cell tower
			
	Gogo LLC	  	Forest Road 6, Cibola National Forest
Datil, NM 87821	  	Leased space on cell tower
			
	Gogo LLC	  	606 1/2 Alta Vista
Bayard, NM 88023	  	Leased space on cell tower
			
	Gogo LLC	  	Hwy. 156
Approx. 18 mi east of Santa Rosa
Santa Rosa, NM 84435	  	Leased space on cell tower
			
	Gogo LLC	  	Route 3-204 #
Cuba, NM 87013	  	Leased space on cell tower
			
	Gogo LLC	  	220 Sophia Road
Grenville, NM 88424	  	Leased space on cell tower
			
	Gogo LLC	  	2008 US Highway 60
Willard, NM 87063	  	Leased space on cell tower









					
			
	Gogo LLC	  	10 Miller Lane
Angel Fire, NM 87710	  	Leased space on cell tower
			
	Gogo LLC	  	Canyon Road and Industrial
Boulder City, NV 89005	  	Leased space on cell tower
			
	Gogo LLC	  	Booker Mountain North of
US Hwy. 6 and US Hwy. 9
Tonapah, NV 89049	  	Leased space on cell tower
			
	Gogo LLC	  	Peavine Mountain Road,
Stead Blvd. & US 395
Keno, NV 89523	  	Leased space on cell tower
			
	Gogo LLC	  	Battle Mountain
Battle Mountain, NV 89820	  	Leased space on cell tower
			
	Gogo LLC	  	124 Murray Street
Stamford, NY 12167	  	Leased space on cell tower
			
	Gogo LLC	  	Alma Hill Road
Alma, NY 14708	  	Leased space on cell tower
			
	Gogo LLC	  	82750 County Line Road
Cadiz, OH43907	  	Leased space on cell tower
			
	Gogo LLC	  	46145 Telegraph Road
Amherst, OH 44001	  	Leased space on cell tower
			
	Gogo LLC	  	5474 N. Hamilton Road
New Albany, OH 43054	  	Leased space on cell tower
			
	Gogo LLC	  	2 MI W. Highway 283
Cheyenne, OK 73628	  	Leased space on cell tower
			
	Gogo LLC	  	25015 E. Cobbs Corner Road
Talequah, OK 74464	  	Leased space on cell tower
			
	Gogo LLC	  	SR 5, 2.4MI West of Walters
Walters, OK 73572	  	Leased space on cell tower
			
	Gogo LLC	  	1.25 MI E. Junction Sh 43 & Hwy 3
Coalgate, OK 74538	  	Leased space on cell tower









					
			
	Gogo LLC	  	7501 South Modwest Road
Guthrie, OK 73044	  	Leased space on cell tower
			
	Gogo LLC	  	CR # 207 (aka Mile Road 35)
Guymon, OK 73942	  	Leased space on cell tower
			
	Gogo LLC	  	Buck Mountain, 3.5 mi North of
McGowen Creek Road
Springfield, OR 97478	  	Leased space on cell tower
			
	Gogo LLC	  	South of Highway 20
Riley, OR 97758	  	Leased space on cell tower
			
	Gogo LLC	  	3 Miles East of Avondale
Landenberg, PA 19350	  	Leased space on cell tower
			
	Gogo LLC	  	Off of State Rd. 6
Mehoopany, PA 18629	  	Leased space on cell tower
			
	Gogo LLC	  	2.3 Miles NW of Ickesburg, PA
along State Rte. 74
Port Royal, PA 17082	  	Leased space on cell tower
			
	Gogo LLC	  	5690 California Road
Millcreek, PA 16415	  	Leased space on cell tower
			
	Gogo LLC	  	71 TUCKER LANE
Mayport, PA 16224	  	Leased space on cell tower
			
	Gogo LLC	  	Off of Salem Road
Conway, SC 29526	  	Leased space on cell tower
			
	Gogo LLC	  	1753 Coffee Road
Westminster, SC 29693	  	Leased space on cell tower
			
	Gogo LLC	  	2270 Congaree Drive
Cayce, SC 29033	  	Leased space on cell tower
			
	Gogo LLC	  	Highway 20 and 5th Avenue
Bison, SD 57620	  	Leased space on cell tower
			
	Gogo LLC	  	45993 207th Street
Arlington, SD 57212	  	Leased space on cell tower









					
			
	Gogo LLC	  	36415 301st Street
Fairfax, SD 57335	  	Leased space on cell tower
			
	Gogo LLC	  	CR 7 and SD Hwy 248
(nearest address 21395 SD Hwy 248)
Jackson , SD 57567	  	Leased space on cell tower
			
	Gogo LLC	  	2797 Greer Road
Goodlettsville, TN 73072	  	Leased space on cell tower
			
	Gogo LLC	  	1801 Young Road
Cleveland, TN 37323	  	Leased space on cell tower
			
	Gogo LLC	  	538 Old Dairy Road
Atwood, TN 38220	  	Leased space on cell tower
			
	Gogo LLC	  	3700 N. White Chapel Boulevard
Southlake, TX	  	Leased space on cell tower
			
	Gogo LLC	  	321 Powell
Spring, TX 77373	  	Leased space on cell tower
			
	Gogo LLC	  	Off of Hwy 12/CR 183;
20.3 miles South on Highway12
Wimberly, TX 78676	  	Leased space on cell tower
			
	Gogo LLC	  	780 Hwy. 285 North
Pecos, TX 79772	  	Leased space on cell tower
			
	Gogo LLC	  	9062 CR 4105
Scurry, TX 79526	  	Leased space on cell tower
			
	Gogo LLC	  	331 East CR 401
Premont, TX 78375	  	Leased space on cell tower
			
	Gogo LLC	  	3810 North Highway 283
Albany, TX 76340	  	Leased space on cell tower
			
	Gogo LLC	  	7792 E. Highway 79
Oakwood, TX 76210	  	Leased space on cell tower
			
	Gogo LLC	  	271 CR 2850
Mount Pleasant, TX 75493	  	Leased space on cell tower









					
			
	Gogo LLC	  	5130 N. Western Road
Amarillo, TX 79120	  	Leased space on cell tower
			
	Gogo LLC	  	1771 N. Zaragoza
El Paso, TX 79936	  	Leased space on cell tower
			
	Gogo LLC	  	13036 Highway 83 N.
Paducah, TX 79248	  	Leased space on cell tower
			
	Gogo LLC	  	Farnsworth Peak
Salt Lake City, UT 84101	  	Leased space on cell tower
			
	Gogo LLC	  	3.4 MI on Airport Road
from Green River Avenue
Green River, UT	  	Leased space on cell tower
			
	Gogo LLC	  	Highway 21 to Frisco Peak
Milford, UT 84014	  	Leased space on cell tower
			
	Gogo LLC	  	4241 South River Road
St. George, UT 84790	  	Leased space on cell tower
			
	Gogo LLC	  	Utah State Route 12
Bryce Canyon, UT 94764	  	Leased space on cell tower
			
	Gogo LLC	  	870N 370E
Delta, UT 84624	  	Leased space on cell tower
			
	Gogo LLC	  	1751 Pinnacle Drive
McLean, VA 22102	  	Leased space on cell tower
			
	Gogo LLC	  	2800 ESE from the I/S of US 26 & 659
Appomatox, VA 24522	  	Leased space on cell tower
			
	Gogo LLC	  	13515 Old Telegraph Rd. (CR 647)
Lanexa, VA 23089	  	Leased space on cell tower
			
	Gogo LLC	  	3680 Foys Lane
Pulaski, VA 24324	  	Leased space on cell tower
			
	Gogo LLC	  	22706 120th Avenue S.E.
Kent, WA 98031	  	Leased space on cell tower









					
			
	Gogo LLC	  	Jump Off Joe Road
Kennewick, WA 99337	  	Leased space on cell tower
			
	Gogo LLC	  	26431 Addington Road
N. Edwall, WA 99008	  	Leased space on cell tower
			
	Gogo LLC	  	12811 County Road F
Wisconsin Rapids, WI 54921	  	Leased space on cell tower
			
	Gogo LLC	  	7675 Kraus Road
York, WI 53925	  	Leased space on cell tower
			
	Gogo LLC	  	4606T Big Tyler Road
Charleston, WV 25313	  	Leased space on cell tower
			
	Gogo LLC	  	McCollough Peaks -
8 MI East-Northeast of Cody
Cody, WY 82414	  	Leased space on cell tower
			
	Gogo LLC	  	Micro Road, 7 Miles South of Casper
Casper, WY 82601	  	Leased space on cell tower
			
	Gogo LLC	  	1541 Tower Road
Rock Springs, WY 82901	  	Leased space on cell tower
			
	Gogo LLC	  	Crow Creek Hill KOB69
Medicine Bow National Forest
Laramie, WY 82037	  	Leased space on cell tower