EX-10.3



 Exhibit 10.3 

EXECUTION VERSION 

PATENT SECURITY AGREEMENT 

This PATENT SECURITY AGREEMENT, dated as of June 14, 2016 (this “Agreement”), is made by the signatory hereto
indicated as a “Grantor” (the “Grantor”) in favor of U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent for the Priority Lien Secured Parties (in such capacity and, together with its permitted successors and assigns in
such capacity, the “Collateral Agent”). 
 WHEREAS, the Grantor entered into a Collateral Agreement dated as of
June 14, 2016 (as amended, restated, supplemented or otherwise modified from time to time, the “Collateral Agreement”) among the Grantor, the Collateral Agent and the other persons party thereto, pursuant to which the Grantor
granted to the Collateral Agent, for the benefit of the Priority Lien Secured Parties, a security interest in the Patent Collateral (as defined below); and 

WHEREAS, pursuant to the Collateral Agreement, Grantor agreed to execute this Agreement, in order to record the security interest
granted to the Collateral Agent for the benefit of the Priority Lien Secured Parties with the United States Patent and Trademark Office. 

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the Grantor hereby agrees with the Collateral Agent as follows: 
 SECTION. 1. Defined Terms 

Capitalized terms used but not defined herein shall have the respective meanings given thereto in the Collateral Agreement, and if not defined
therein, shall have the respective meanings given thereto in the Collateral Agency Agreement referred to therein. 
 SECTION 2. Notice and Confirmation
of Grant of Security Interest. 
 Grantor hereby confirms the grant in the Collateral Agreement to the Collateral Agent, for the benefit
of the Priority Lien Secured Parties, of a security interest in, all of the following property, in each case, wherever located and now owned or at any time hereafter acquired by Grantor or in which Grantor now has or at any time in the future may
acquire any right, title or interest (collectively, the “Patent Collateral”) as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of
Grantor’s Priority Lien Obligations: 
 All of Grantor’s right, title and interest in and to all patentable inventions and
designs, all United States, foreign, and multinational patents, certificates of invention, and similar industrial property rights, and applications for any of the foregoing, including without limitation: (i) each patent and patent application
listed in Schedule A attached hereto (ii) all reissues, substitutes, divisions, continuations, continuations-in-part, extensions, renewals, and reexaminations thereof, (iii) all inventions and improvements described and claimed
therein, (iv) all rights to sue or otherwise recover for any past, present and future infringement or other violation thereof, (v) all Proceeds of the foregoing, including, without limitation, license fees, royalties, income, payments,
claims, damages, and proceeds of suit now or hereafter due and/or payable with respect thereto, income, royalties, damages and other payments now and hereafter due and/or payable with respect thereto, and (vi) all other patent rights accruing
thereunder or pertaining thereto throughout the world. 







 SECTION 3. Collateral Agreement and Collateral Agency Agreement 

The security interest confirmed pursuant to this Agreement is confirmed in conjunction with the security interest granted to the Collateral
Agent for the Priority Lien Secured Parties pursuant to the Collateral Agreement, and the Grantor hereby acknowledges and affirms that the rights and remedies of the Collateral Agent with respect to the security interest in the Patent Collateral
made and granted hereby are more fully set forth in the Collateral Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein. In the event that any provision of this Agreement is deemed to
conflict with the Collateral Agreement or the Collateral Agency Agreement, the provisions of the Collateral Agreement or the Collateral Agency Agreement, as applicable, shall control. 

SECTION 4. Governing Law 
 THIS
AGREEMENT AND ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT (WHETHER ARISING IN CONTRACT, TORT OR OTHERWISE) SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK
WITHOUT REGARD TO CONFLICTS OF LAW RULES THAT WOULD RESULT IN THE APPLICATION OF A DIFFERENT GOVERNING LAW (OTHER THAN ANY MANDATORY PROVISIONS OF THE UCC RELATING TO THE LAW GOVERNING PERFECTION AND EFFECT OF PERFECTION OR PRIORITY OF THE SECURITY
INTERESTS). 
 SECTION 5. Counterparts 

This Agreement may be executed in one or more counterparts and by different parties hereto in separate counterparts, each of which when so
executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument. 

[Remainder of page intentionally left blank] 

  
 2 








 IN WITNESS WHEREOF, Grantor has caused this Agreement to be executed and delivered by its
duly authorized officer as of the date first set forth above. 
  

			
	 GOGO LLC,
 as
Grantor

		
	By:	 	/s/ Norman Smagley
		 	 Name: Norman Smagley

Title:  Executive Vice President, Chief Financial

           Officer and Assistant Secretary




  
 3 








 Accepted and Agreed: 
  

					
	U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent
		
	By:	 	/s/ Linda Garcia
		 	Name:	 	Linda Garcia
		 	Title:	 	Vice President


  
 4 








 SCHEDULE A 

to 
 PATENT SECURITY
AGREEMENT 
 PATENTS AND PATENT APPLICATIONS 

Gogo LLC U.S. Issued Patents 
  

																	
	 Title
	  	Appl. No.	 	  	Appl. Date	 	  	Patent No.	 	  	Issue Date	 
	 METHOD AND APPARATUS FOR COMMUNICATION WITH A MOBILE UNIT
	  	 	08/988,457	  	  	 	12/10/1997	  	  	 	6,799,037	  	  	 	08/06/2002	  
	 AIR-TO-GROUND CELLULAR NETWORK FOR DECK-TO-DECK CALL COVERAGE
	  	 	11/240,975	  	  	 	09/30/2005	  	  	 	7,640,016	  	  	 	12/29/2009	  
	 CABIN TELECOMMUNICATION UNIT
	  	 	10/241,723	  	  	 	09/11/2002	  	  	 	7,689,752	  	  	 	03/30/2010	  
	 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	  
	 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 TRANSMITTING WIRELESS HIGH-SPEED DATA SIGNALS BETWEEN A TERRESTRIAL-BASED ANTENNA AND
AN AIRCRAFT
	  	 	10/378,203	  	  	 	03/03/2003	  	  	 	8,032,135	  	  	 	10/04/2011	  
	 SYSTEM FOR MANAGING AN AIRCRAFT-ORIGINATED EMERGENCY SERVICES CALL IN AN AIRBORNE WIRELESS
CELLULAR NETWORK
	  	 	12/182,834	  	  	 	07/30/2008	  	  	 	8,060,083	  	  	 	11/15/2011	  
	 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	  
	 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	  
	 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 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	  
	 CABIN TELECOMMUNICATION UNIT
	  	 	12/707,070	  	  	 	09/11/2002	  	  	 	8,140,732	  	  	 	3/20/2012	  
	 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	  
	 SYSTEM FOR MANAGING VOICE OVER INTERNET PROTOCOL COMMUNICATIONS IN A NETWORK
	  	 	12/029,298	  	  	 	02/11/2008	  	  	 	8,185,040	  	  	 	05/22/2012	  
	 METHOD AND APPARATUS FOR COMMUNICATION WITH A MOBILE UNIT
	  	 	11/100,753	  	  	 	04/07/2005	  	  	 	8,498,641	  	  	 	07/30/2013	  


  
 5 









																	
	 Title
	  	Appl. No.	 	  	Appl. Date	 	  	Patent No.	 	  	Issue Date	 
	 SYSTEM FOR TRANSMITTING WIRELESS HIGH-SPEED DATA SIGNALS BETWEEN A TERRESTRIAL-BASED ANTENNA AND
AN AIRCRAFT
	  	 	13/222,722	  	  	 	08/31/2011	  	  	 	8,700,032	  	  	 	04/15/2015	  
	 DYNAMIC TIME BASED PRODUCTS
	  	 	14/291,562	  	  	 	05/30/2014	  	  	 	9,258,432	  	  	 	02/09/2016	  
	 SYSTEMS AND METHODS FOR TWO-PART ELECTRONIC DEVICE REGISTRATION
	  	 	14/291,558	  	  	 	05/30/2014	  	  	 	9,232,546	  	  	 	01/05/2016	  
	 MESH NETWORK BASED AUTOMATED UPLOAD OF CONTENT TO AIRCRAFT
	  	 	14/553,641	  	  	 	11/25/2014	  	  	 	9,287,999	  	  	 	03/15/2016	  
	 DATA DELIVERY TO DEVICES ON VEHICLES USING MULTIPLE FORWARD LINKS
	  	 	14/225,050	  	  	 	03/25/2014	  	  	 	9,197,314	  	  	 	11/24/2015	  
	 GROUND SYSTEM FOR VEHICLE DATA DISTRIBUTION
	  	 	13/675,190	  	  	 	11/13/2012	  	  	 	9,088,613	  	  	 	07/21/2015	  
	 COMMUNICATION SYSTEM AND METHOD FOR NODES ASSOCIATED WITH A VEHICLE
	  	 	13/675,194	  	  	 	11/13/2012	  	  	 	9,087,193	  	  	 	07/21/2015	  
	 LINE REPLACEABLE UNIT WITH UNIVERSAL HEAT SINK RECEPTACLE
	  	 	13/799,869	  	  	 	03/13/2013	  	  	 	8,982,562	  	  	 	03/17/2015	  
	 DETERMINING HUMAN STIMULI AT COMPUTING DEVICES
	  	 	13/781,841	  	  	 	03/01/2013	  	  	 	9,147,065	  	  	 	09/29/2015	  
	 MESH NETWORK BASED AUTOMATED UPLOAD OF CONTENT TO AIRCRAFT
	  	 	13/544,742	  	  	 	07/09/2012	  	  	 	8,934,893	  	  	 	01/13/2015	  
	 SPECTRUM SHARING BETWEEN AN AIRCRAFT-BASED AIR-TO-GROUND COMMUNICATION SYSTEM AND EXISTING
GEOSTATIONARY SATELLITE SERVICES
	  	 	13/172,539	  	  	 	06/29/2011	  	  	 	8,442,519	  	  	 	05/14/2013	  
	 TRAFFIC SCHEDULING SYSTEM FOR WIRELESS COMMUNICATIONS
	  	 	13/009,579	  	  	 	01/19/2011	  	  	 	8,457,627	  	  	 	06/4/2013	  
	 DIFFERENTIATED SERVICES CODE POINT MIRRORING FOR WIRELESS COMMUNICATIONS
	  	 	13/009,687	  	  	 	01/19/2011	  	  	 	8,452,276	  	  	 	05/28/2013	  
	 SYSTEM FOR PROVIDING HIGH SPEED COMMUNICATIONS SERVICE IN AN AIRBORNE WIRELESS CELLULAR
NETWORK
	  	 	12/137,995	  	  	 	06/12/2008	  	  	 	8,914,022	  	  	 	12/16/2014	  
	 MULTI-LINK AIRCRAFT CELLULAR SYSTEM FOR SIMULTANEOUS COMMUNICATION WITH MULTIPLE TERRESTRIAL CELL
SITES
	  	 	11/590,379	  	  	 	10/31/2006	  	  	 	8,447,292	  	  	 	05/21/2013	  
	 SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR
NETWORK
	  	 	12/060,645	  	  	 	04/01/2008	  	  	 	8,995,993	  	  	 	3/31/2015	  
	 OPTIMIZING USAGE OF MODEMS FOR DATA DELIVERY TO DEVICES ON VEHICLES
	  	 	14/225,077	  	  	 	03/25/2014	  	  	 	9,326,217	  	  	 	04/26/2016	  

 Gogo LLC U.S. Patent Applications 

 

																	
	 Title
	  	Appl. No.	 	  	Appl. Date	 	  	Pub. No.	 	  	Pub. Date	 
	 SYSTEM FOR PROVIDING TEMPORARY INTERNET ACCESS FROM A RESTRICTED LOCAL AREA NETWORK
ENVIRONMENT
	  	 	13/588,903	  	  	 	08/17/2012	  	  	 	2014/0053243	  	  	 	02/20/2014	  
	 VEHICLE DATA DISTRIBUTION SYSTEM AND METHOD
	  	 	13/675,200	  	  	 	11/13/2012	  	  	 	2014/0136658	  	  	 	05/15/2014	  
	 MULTIPLE ANTENNA SYSTEM AND METHOD FOR MOBILE PLATFORMS
	  	 	14/177,863	  	  	 	02/11/2014	  	  	 	2014/0225767	  	  	 	08/14/2014	  
	 RADOME HAVING LOCALIZED AREAS OF REDUCED RADIO SIGNAL ATTENUATION
	  	 	14/209,698	  	  	 	03/13/2014	  	  	 	2015/0130671	  	  	 	05/14/2015	  
	 HYBRID COMMUNICATIONS FOR DEVICES ON VEHICLES
	  	 	14/225,017	  	  	 	03/25/2014	  	  	 	2015/0131513	  	  	 	05/14/2015	  
	 RADOME HAVING LOCALIZED AREAS OF REDUCED RADIO SIGNAL ATTENUATION
	  	 	14/209,713	  	  	 	03/13/2014	  	  	 	2015/0130672	  	  	 	05/14/2015	  
	 ADAPTIVE MODULATION IN A HYBRID VEHICLE COMMUNICATION SYSTEM
	  	 	14/224,859	  	  	 	03/25/2014	  	  	 	2015/0131512	  	  	 	05/14/2015	  


  
 6 









																	
	 Title
	  	Appl. No.	 	  	Appl. Date	 	  	Pub. No.	 	  	Pub. Date	 
	 SYSTEM FOR MANAGING MOBILE INTERNET PROTOCOL ADDRESSES IN AN AIRBORNE WIRELESS CELLULAR
NETWORK
	  	 	14/340,921	  	  	 	07/25/2014	  	  	 	2014/0334379	  	  	 	11/13/2014	  
	 AUTONONMOUS-MODE CONTENT DELIVERY AND KEY MANAGEMENT
	  	 	14/530,409	  	  	 	10/31/2014	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 RESUMPTION OF PLAY FOR A CONTENT-DELIVERY SESSION
	  	 	14/530,423	  	  	 	10/31/2014	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 SYSTEMS AND METHODS FOR FACILITATING VOICE-BASD COMMUNICATIONS
	  	 	14/267,563	  	  	 	05/01/2014	  	  	 	2015/0319301	  	  	 	11/05/2015	  
	 SYSTEMS AND METHODS FOR NOTIFYING ELECTRONIC DEVICES OF VOICE-BASED COMMUNICATION
REQUESTS
	  	 	14/267,400	  	  	 	05/01/2014	  	  	 	2015/0319300	  	  	 	11/05/2015	  
	 SYSTEMS AND METHODS FOR CONFIGURING AN ELECTRONIC DEVICE FOR CALLING CELLULAR BASED
COMMUNICATIONS
	  	 	14/291,511	  	  	 	05/30/2014	  	  	 	2015/0133116	  	  	 	05/14/2015	  
	 SYSTEMS AND METHODS FOR COMMUNICATIONS WITH NON- TERRESTRIAL ELECTRONIC DEVICES
	  	 	14/291,979	  	  	 	05/30/2014	  	  	 	2015/0351066	  	  	 	12/03/2015	  
	 SYSTEMS AND METHODS FOR FACILITATING COMMUNICATIONS ORIGINATING FROM A NON-TERRESTRIAL
NETWORK
	  	 	14/291,878	  	  	 	05/30/2014	  	  	 	2015/0350996	  	  	 	12/03/2015	  
	 SYSTEMS AND METHODS FOR FACILITATING COMMUNICATIONS DESTINED FOR A NON-TERRESTRIAL
NETWORK
	  	 	14/292,035	  	  	 	05/30/2014	  	  	 	2015/0349875	  	  	 	12/03/2015	  
	 MULIPLE MODM COMMUNICATION SYSTEM AND METHOD FOR MOBILE PLATFORM
	  	 	14/307,228	  	  	 	06/17/2014	  	  	 	2015/0365870	  	  	 	12/17/2015	  
	 DATA CACHING IN A HYBRID COMMUNICATIONS SYSTEM
	  	 	14/309,342	  	  	 	06/19/2014	  	  	 	2015/0134754	  	  	 	05/14/2015	  
	 SYSTEMS AND METHODS FOR FACILITATING VOICE AND MESSANGING COMMUNICATIONS VIA VARIOUS
NETWORKS
	  	 	14/312,413	  	  	 	06/23/2014	  	  	 	2015/0131519	  	  	 	05/14/2015	  
	 DELAYED DISK RECOVERY
	  	 	14/320,966	  	  	 	07/01/2014	  	  	 	2016/0004586	  	  	 	01/07/2016	  
	 CONTENT INTEGRITY CHECKS
	  	 	14/320,970	  	  	 	07/01/2014	  	  	 	2016/0006807	  	  	 	01/07/2016	  
	 MOBILE TELE-COMPUTER NETWORK FOR MOTION PICITURE, TELEVISION AND TV ADVERTISING
PRODUCTION
	  	 	90/012,810	  	  	 	7/TBD/2014	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 COMMUNICATIONS SYSTEMS AND METHODS FOR NODES ASSOCIATED WITH A VEHICLE
	  	 	14/754,046	  	  	 	06/29/2015	  	  	 	2015/0319248	  	  	 	11/05/2015	  
	 GROUND SYSTEM FOR VEHICLE DATA DISTRIBUTION
	  	 	14/797,461	  	  	 	07/13/2015	  	  	 	2015/0319073	  	  	 	11/05/2015	  
	 DATA DELIVERY TO DEVICES ON VEHICLES USING MULTIPLE FORWARD LINKS
	  	 	14/876,542	  	  	 	10/06/2015	  	  	 	2016/0036517	  	  	 	02/04/2016	  
	 DYNAMIC TIME BASED PRODUCT
	  	 	14/995,459	  	  	 	01/14/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 MESH NETWORK BASED AUTOMATED UPLOAD OF CONTENT TO AIRCRAFT
	  	 	15/014,333	  	  	 	02/03/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 FEATURE TRANSPARENCY FOR WIRELESS DEVICES
	  	 	14/912,834	  	  	 	02/18/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 OPTIMIZING USAGE OF MODEMS FOR DATA DELIVERY TO DEVICES ON VEHICLES
	  	 	15/075,032	  	  	 	03/18/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 SYSTEMS AND METHODS FOR FACILITATING COMMUNICATIONS DESTINED FOR A NON-TERRESTRIAL
NETWORK
	  	 	15/079,953	  	  	 	03/24/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 PRESENCE-BASED NETWORK AUTHENTICATION
	  	 	15/090,026	  	  	 	04/04/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 SYSTEMS AND METHODS FOR ON-BOARD ACCESS CONTROL
	  	 	15/092,844	  	  	 	04/07/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 SYSTEMS AND METHODS FOR AUTHENTICATING APPLICATIONS TO ON-BOARD SERVICES
	  	 	15/092,884	  	  	 	04/07/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 HYBRID COMMUNICATIONS FOR DEVICES ON VEHICLES
	  	 	15/150,576	  	  	 	5/10/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  
	 SYSTEMS AND METHODS FOR AVERTING UNSANCTIONED ACCESS TO ON-BOARD VEHICLE NETWORKS
	  	 	15/170,649	  	  	 	6/1/2016	  	  	 
 	Not yet
published	  
  	  	 
 	Not yet
published	  
  


  
 7