THIRD SUPPLEMENTAL INDENTURE
EX-4.22 16 hssc_exchangex2017x-xexhib.htm EXHIBIT 4.22 Exhibit
EXHIBIT 4.22
THIRD SUPPLEMENTAL INDENTURE
THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), entered into as of March 23, 2017, by and among Hughes Satellite Systems Corporation (formerly known as EH Holding Corporation), a Colorado corporation (the “Company”), the guarantors listed on the signature pages to the Unsecured Indenture (the “Guarantors”), Cheyenne Data Center L.L.C., a Colorado limited liability company (the “Supplemental Guarantor”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined herein are used as defined in the Unsecured Indenture referred to below.
RECITALS
WHEREAS, the Company, the guarantors listed on the signature pages thereto and the Trustee entered into that certain Unsecured Indenture, dated as of June 1, 2011, relating to the 7⅝% Senior Unsecured Notes due 2021 of the Company in original principal amount of $900,000,000 (the “Unsecured Notes”), as supplemented by a Supplemental Indenture, dated as of June 8, 2011, by and among the Company, the Guarantors and the Trustee, and as further supplemented by the Second Supplemental Indenture, dated as of March 28, 2014, by and among the Company, the guarantors listed on the signature pages thereto and the Trustee (as so supplemented, the “Unsecured Indenture”);
WHEREAS, the Company has formed a new Wholly Owned Subsidiary, the Supplemental Guarantor;
WHEREAS, the Supplemental Guarantor is a Restricted Subsidiary of the Company;
WHEREAS, pursuant to Section 4.13 of the Unsecured Indenture, the Supplemental Guarantor is required to become a Guarantor under the Unsecured Indenture; and
WHEREAS, this Supplemental Indenture has not resulted in a material modification of the Notes for Foreign Account Tax Compliance Act (FATCA) purposes.
AGREEMENT
NOW, THEREFORE, the parties to this Third Supplemental Indenture hereby agree as follows:
Section 1. The Supplemental Guarantor shall be a Guarantor under the Unsecured Indenture and be bound by the terms thereof applicable to Guarantors and each shall deliver an executed Guarantee pursuant to Section 10.02.
Section 2. This Third Supplemental Indenture is an amendment supplemental to the Unsecured Indenture, and the Unsecured Indenture and this Third Supplemental Indenture will henceforth be read together.
Section 3. This Third Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.
Section 4. This Third Supplemental Indenture may be signed in various counterparts which together will constitute one and the same instrument.
The exchange of copies of this Third Supplemental Indenture and of signature pages by facsimile or PDF transmission shall constitute effective execution and delivery of this Third Supplemental Indenture as to the parties hereto and may be used in lieu of the original Third Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.
HUGHES SATELLITE SYSTEMS CORPORATION | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Executive Vice President, General Counsel & Secretary | |||||||||
ECHOSTAR 77 CORPORATION | ||||||||||
ECHOSTAR SATELLITE SERVICES L.L.C. | ||||||||||
ECHOSTAR ORBITAL L.L.C. | ||||||||||
ECHOSTAR GOVERNMENT SERVICES L.L.C. | ||||||||||
ECHOSTAR SATELLITE OPERATING CORPORATION, | ||||||||||
as Guarantors | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Executive Vice President, General Counsel & Secretary | |||||||||
HUGHES COMMUNICATIONS, INC., | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Executive Vice President, General Counsel & Secretary | |||||||||
HUGHES NETWORK SYSTEMS, LLC, | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Executive Vice President, General Counsel & Secretary | |||||||||
HNS FINANCE CORP., | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Vice President, General Counsel & Secretary | |||||||||
HUGHES NETWORK SYSTEMS INTERNATIONAL SERVICE COMPANY, | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Executive Vice President, General Counsel & Secretary | |||||||||
HNS REAL ESTATE, LLC, | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Vice President, General Counsel & Secretary | |||||||||
HNS-INDIA VSAT, INC., | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Vice President, General Counsel & Secretary | |||||||||
HNS-SHANGHAI, INC., | ||||||||||
as a Guarantor | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Vice President, General Counsel & Secretary | |||||||||
HNS LICENSE SUB, LLC, | ||||||||||
as a Guarantor | ||||||||||
By: Hughes Network Systems, LLC, its Sole Member | ||||||||||
By: | /s/ Dean A. Manson | |||||||||
Name: | Dean A. Manson | |||||||||
Title: | Executive Vice President, General Counsel & Secretary |
WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee | |||
By: | /s/ Raymond Delli Colli | ||
Name: | Raymond Delli Colli | ||
Title: | Vice President |