EXHIBIT 10.1

EXCLUSIVITY AMENDMENT TO THE PRICING AGREEMENT

     This Exclusivity Amendment to the Pricing Agreement (the “Exclusivity Amendment”) is entered into as of February 6, 2009 and effective as of December 12, 2008 (“Exclusivity Amendment Effective Date”), by and among EchoStar Technologies L.L.C. (formerly known as EchoStar Technologies Corporation, “EchoStar”), a limited liability company organized under the laws of the State of Texas, having a place of business at 90 Inverness Circle East, Englewood, Colorado 80112; Bell ExpressVu Inc., in its capacity as General Partner of Bell ExpressVu Limited Partnership (“Bell ExpressVu”), a limited partnership organized under the laws of Ontario, having a place of business at 100 Wynford Drive, Suite 300, Toronto, Ontario M3C 4B4; Bell Distribution Inc. (“BDI”), a corporation incorporated under the laws of Canada, having a place of business at 5055 Satellite Drive, Mississauga, Ontario L4W 5K7; and Bell Canada, a corporation incorporated under the laws of Canada, having its registered office at Cote du Beaver Hall, Montreal, Quebec, H2Z 1S4. For the purpose of this Agreement, the term “Bell Parties” shall refer to Bell ExpressVu, BDI, and Bell Canada.

     Unless otherwise defined herein, all capitalized terms used in this Exclusivity Amendment shall have the meanings given to them in the Pricing Agreement (as defined below).

RECITALS

     WHEREAS, Bell ExpressVu and EchoStar or their respective Affiliates have previously entered into the following agreements with respect to the supply of certain products and services by EchoStar to Bell ExpressVu and its Affiliates: (a) the System Agreement; (b) the Supply Agreement; (c) the MVC II Agreement; (d) the Additional Limited Guarantee; and (e) the Assignment and Assumption Agreement;

     WHEREAS, pursuant to the Pricing Agreement effective as of January 1, 2008 among EchoStar, Bell ExpressVu, BDI and Bell Canada (the “Pricing Agreement”), the parties agreed, among other things, to amend and modify the System Agreement, the Supply Agreement, and the Assignment and Assumption Agreement and to terminate (except solely with respect to the Outstanding Obligations) the MVC II Agreement and the Additional Limited Guarantee (in all cases as previously amended to the date hereof and collectively, the “Predecessor Agreements”); and

     WHEREAS, subject to the terms and conditions of the Pricing Agreement and the Predecessor Agreements (as amended by this Exclusivity Amendment), EchoStar is prepared to provide discounted rates on certain EchoStar Products and Related Equipment in exchange for, among other things, the agreement by the Bell Parties to purchase various products exclusively from EchoStar;

     NOW, THEREFORE, in consideration of the foregoing premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree that the Pricing Agreement and the Predecessor Agreements are hereby amended as follows:

1. Exclusivity .

1.1 Except as expressly set forth to the contrary in Section 1.3 of this Exclusivity

Amendment, the Bell Parties hereby covenant and agree that at all times commencing with the Exclusivity Amendment Effective Date and continuing through and including *** (collectively, the “Exclusivity Period”), EchoStar shall be the Sole and Exclusive Provider (as defined below) of receiver