Voting Agreement between Televerde Communications, L.P. and Thomas E. Moore regarding KaStar Satellite Communications Corp. Board Representation
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Summary
This agreement is between Televerde Communications, L.P. and Thomas E. Moore concerning KaStar Satellite Communications Corp. Televerde agrees to vote its shares to ensure that, as long as Moore is employed by the company, a director chosen by Moore will always serve on the board. If Televerde transfers its shares, the new owner must also follow this agreement. The agreement allows Moore to seek court orders to enforce these terms if breached.
EX-10.11 14 d80551ex10-11.txt LETTER AGREEMENT DATED 9/9/98 1 EXHIBIT 10.11 September 9, 1998 Mr. Thomas E. Moore 10 Lynn Road Englewood, Colorado 80110 Re: Directors of KaStar Satellite Communications Corp. Dear Tom: This letter is being delivered by the undersigned in connection with the letter agreement of even date between KaStar Satellite Communications Corp. (the "Company") and Thomas E. Moore ("Moore"). For so long as Moore is an employee of the Company, the undersigned will cause all of the shares it beneficially owns, holds of record or otherwise controls to be voted to elect and continue in office a board of directors of the Company which includes at all such times one director designated by Moore, which designation will be indicated by written notice signed by Moore and delivered personally, by mail or fax to the undersigned as follows: c/o David M. Drucker KaStar Satellite Communications Corp. 2701 Alcott, Suite 486 Denver, Colorado 80211 Facsimile: (303) 670-5103 The undersigned acknowledges that monetary damages for breach of this letter agreement will be difficult to ascertain and that Moore will be irreparably damaged by any breach of this letter, so Moore will be entitled to injunctive relief against the undersigned with respect to any breach, in addition to any damages that may be awarded. 2 Mr. Thomas E. Moore September 9, 1998 Page 2 The undersigned confirms that it is the legal and beneficial owner of 930 outstanding shares of the Company's common stock. In connection with any direct or indirect transfer of its common stock in the Company, the undersigned will require the transferee to continue to be bound by this letter. Sincerely, TELEVERDE COMMUNICATIONS, L.P. By: Televerde Communications Corp., general partner By: /s/ David M. Drucker --------------------------------- David M. Drucker, President
