Annual report pursuant to Section 13 and 15(d)

Commitments and Contingencies

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Commitments and Contingencies
12 Months Ended
Dec. 31, 2015
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
Commitments and Contingencies

Movie License and Internet Protocol Television (IPTV) Commitments

The Company has certain long-term commitments including movie license fees and guaranteed minimum payments owed to movie content providers. In addition, the Company has certain long-term arrangements with service and television providers to license and provide content and IPTV services that are subject to future guaranteed minimum payments.

The following is a schedule of future minimum payment obligations under movie and IPTV arrangements as of December 31, 2015 (in thousands):

Year ending December 31,       
Amount
2016
$
30,715

2017
27,686

2018
1,181

2019
676

2020
425

Thereafter

Total minimum payments
$
60,683



Operating Lease Commitments

The Company conducts its operations utilizing leased office facilities in various locations under non-cancelable operating leases. The Company’s leases expire between January 2016 and March 2024.

The following is a schedule of future minimum lease payments under operating leases as of December 31, 2015 (in thousands):

Year ending December 31,       
Amount
2016
$
2,329

2017
1,694

2018
1,308

2019
1,201

2020
1,160

Thereafter
3,539

Total minimum lease payments
$
11,231



The Company also leases certain facilities and vehicles under month-to-month arrangements. Total rent expense for the year ended December 31, 2015, 2014, and 2013 was $4.4 million, $4.1 million, and $2.4 million, respectively. The Company is responsible for certain operating expenses in connection with these leases.

Satellite Cost Commitments

The Company has a Master Services Agreement ("MSA") in place with its satellite service provider to provide for satellite capacity over Russia, the North Atlantic and for expansion of its existing capacity in the U.S. and Europe. The following is a schedule of future satellite bandwidth commitments under the agreement as of December 31, 2015 (in thousands):

Year ending December 31,       
Amount
2016
$
32,614

2017
30,905

2018
32,162

2019
29,271

2020
14,891

Thereafter
104,130

Total minimum payments
$
243,973



Earn-out and Equipment Purchase Commitments

Through the acquisitions of WOI, RMG, masFlight and navAero, the Company assumed certain obligations with respect to future contingent earn-outs. As of December 31, 2015, the total liability was approximately $9.7 million, with potential payouts occurring over the next 5 years.

Through its normal course of business, the Company enters into future purchase commitments with its equipment vendors to secure future inventory for its airlines customers. As of December 31, 2015, the Company had approximately $17.6 million of future purchase commitments, which it expects to pay in 2016.
    
Legal Matters

On May 6, 2014, UMG Recordings, Inc., Capital Records, Universal Music Corp and entities affiliated with the foregoing (collectively, “UMG”) filed suit in the United States District Court for the Central District of California against the Company and Inflight Productions Ltd. (“IFP”) for copyright infringement and related claims and unspecified money damages. IFP is a direct subsidiary of GE AG and an indirect subsidiary of the Company. Based on currently available information, the Company believes it and IFP have strong defenses and intend to defend vigorously against this lawsuit, but the outcome of this matter is inherently uncertain and could have a material adverse effect on the Company’s business, financial condition and results of operations. As of December 31, 2015, the potential range of loss related to this matter cannot be determined. The parties have engaged in various settlement discussions. On July 1, 2014, American Airlines, Inc. (“American”) filed suit in Texas State Court, Tarrant County, against IFP, and filed an amended complaint on October 29, 2014, seeking a declaration that IFP is obligated to defend and indemnify American against claims that UMG may assert against American for copyright infringement insofar as such claims arise out of American’s use of content provided by IFP during a limited period of time, and for breach of contract. The Company and American have engaged in various settlement discussions. The American lawsuit seeks unspecified money damages and liquidated damages, as well as attorney’s fees. Based on currently available information, the Company believes that IFP has strong defenses and intends to defend vigorously against this lawsuit, but the outcome of this matter is inherently uncertain and could have a material adverse effect on the Company’s business, financial condition and results of operations.

On August 14, 2014, SwiftAir, LLC filed suit against Row 44, Inc. and one of its customers for breach of contract, quantum meruit, unjust enrichment and similar claims and unspecified money damages in the Superior Court of California for the Country of Los Angeles. SwiftAir and Row 44 had a contractual relationship, which Row 44 terminated in 2013, with respect to the provision of destination deal content to one of Row 44’s connectivity customers. Based on currently available information, the Company believes that Row 44 has strong defenses and intends to defend vigorously against this lawsuit, but the outcome of this matter is inherently uncertain and could have a material adverse effect on the Company’s business, financial condition and results of operations. As of December 31, 2015, the potential range of loss related to this matter cannot be determined.

During the years ended December 31, 2015 and 2014, the Company recorded aggregate legal settlement expenses relating to potential claims arising in connection with litigation brought against the Company by a number of third parties of approximately $4.3 million and $8.3 million, respectively. Each of the full amounts were expensed and included in general and administrative expenses during their respective years ended December 31, 2015 and 2014.

While the resolution of the above matters cannot be predicted with certainty, the Company does not believe, based on current knowledge, that the outcome of the currently pending claims or legal proceedings in which the Company is currently involved will have a material adverse effect on the Company's financial statements.