Dish Network 2015 Annual Report Download - page 184

DISH NETWORK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued
F-80
x Investor Rights Agreement. On February 20, 2014, EchoStar, HSSC, DOLLC and DNLLC (DOLLC and
DNLLC, collectively referred to as the “DISH Investors”) also entered into the Investor Rights Agreement
with respect to the Tracking Stock. The Investor Rights Agreement provides, among other things, certain
information and consultation rights for the DISH Investors; certain transfer restrictions on the Tracking
Stock and certain rights and obligations to offer and sell under certain circumstances (including a
prohibition on transfers of the Tracking Stock for one year, with continuing transfer restrictions (including
a right of first offer in favor of EchoStar) thereafter, an obligation to sell the Tracking Stock to EchoStar in
connection with a change of control of us and a right to require EchoStar to repurchase the Tracking Stock
in connection with a change of control of EchoStar, in each case subject to certain terms and conditions);
certain registration rights; certain obligations to provide conversion and exchange rights of the Tracking
Stock under certain circumstances; and certain protective covenants afforded to holders of the Tracking
Stock. The Investor Rights Agreement generally will terminate as to the DISH Investors at such time as the
DISH Investors no longer hold any shares of the HSSC-issued Tracking Stock and any registrable securities
under the Investor Rights Agreement.
PMC. During 2008, PMC filed suit against us; EchoStar and Motorola Inc., in the United States District Court for
the Eastern District of Texas, alleging infringement of United States Patent Nos. 5,109,414; 4,965,825; 5,233,654;
5,335,277 and 5,887,243, which relate to satellite signal processing. On May 7, 2015, we, EchoStar and PMC
entered into a settlement and release agreement that provided, among other things, for a license by PMC to us and
EchoStar for certain patents and patent applications and the dismissal of all of PMC’s claims in the action against us
and EchoStar with prejudice. On June 4, 2015, the Court dismissed all of PMC’s claims in the action against us and
EchoStar with prejudice. See Note 15 for further information. In June 2015, we and EchoStar agreed that EchoStar
would contribute a one-time payment of $5 million towards the settlement under the agreements entered into in
connection with the Spin-off and the 2012 Receiver Agreement.
gTLD Bidding Agreement. In April 2015, we and EchoStar entered into a gTLD Bidding Agreement whereby,
among other things: (i) we obtained rights from EchoStar to participate in a generic top level domain (“gTLD”)
auction, assuming all rights and obligations from EchoStar related to EchoStar’s application with ICANN for a
particular gTLD; (ii) we agreed to reimburse EchoStar for its ICANN application fee and certain out-of-pocket
expenses related to the application and the auction; and (iii) we and EchoStar agreed to split equally the net proceeds
obtained by us as the losing bidder in the auction, less such fee reimbursement and out-of-pocket expenses. During
the year ended December 31, 2015, we paid EchoStar approximately $1 million related to this agreement.
Other
In November 2009, Mr. Roger Lynch became employed by both us and EchoStar as an Executive Vice President.
Mr. Lynch was responsible for the development and implementation of advanced technologies that are of potential
utility and importance to both DISH Network and EchoStar. Mr. Lynch’s compensation consisted of cash and
equity compensation and was borne by both EchoStar and DISH Network. As of January 1, 2015, Mr. Lynch is
solely a DISH Network employee as Sling TV’s Chief Executive Officer and DISH Network’s Executive Vice
President, Advanced Technologies.