Appendix A
PROMISSORY NOTE
$175,000 (as of August 15, 2008)
$175,000 (as of December 29, 2008
FOR VALUE RECEIVED, the undersigned,
[___________], an individual with an address of
[____________________] (" Maker ") hereby promises to pay to
the order of SkyTerra Communications, Inc., a Delaware corporation
(" Company ") whose address is 10802 Parkridge Boulevard,
Reston, Virginia 20191, or to such other person or place as the
holder hereof may from time to time designate in writing to Maker,
the principal sum of (i) as of August 15, 2008 [__________________]
Dollars ($[______]) or, as of [________ __, 200_],
[__________________] Dollars ($[______]), in either case, upon the
occurrence of certain events as set forth in this Note. Amounts
owing hereunder shall be payable in lawful money of the United
States of America.
The principal sum shall be due and
payable in full within 30 days following the date upon which (i)
the Company gives notice to the Maker that his employment with the
Company is terminated for “Cause,” as defined in the
SkyTerra Communications, Inc. 2006 Equity and Incentive Plan, or
(ii) the Maker gives notice to the Company that he is terminating
his employment with the Company for any reason or for no
reason.
This Pro
