Common use of Access and Information Clause in Contracts

Access and Information. (a) Prior to the Closing, SES shall permit (and shall cause each of its Affiliates to permit) representatives of the GE Entities to have reasonable access during normal business hours and upon reasonable notice to all premises, properties, personnel, books, records, Contracts, commitments, reports of examination and documents in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiaries. (b) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b).

Access and Information. (a) Prior Seller shall give to Buyer and its Affiliates, and their respective officers, employees, accountants, counsel and other representatives reasonable access during Seller’s normal business hours throughout the period prior to the ClosingClosing to all of Seller’s properties, SES books, contracts, commitments, reports of examination and records relating to the Seller Business, the Transferred Employees, the Purchased Assets and the Assumed Liabilities (subject to any limitations that are reasonably required to preserve any applicable attorney-client privilege or legal or contractual Third-Party confidentiality obligation). Seller shall permit (assist, Buyer and its Affiliates in making such investigation and shall cause each its counsel, accountants, engineers, consultants and other non-employee representatives to be reasonably available to any of its them for such purposes. b) After the Closing Date, Seller and Buyer shall provide, and shall cause their respective Affiliates to permit) representatives provide, to each other and to their respective officers, employees, accountants, counsel and other representatives, upon request (subject to any limitations that are reasonably required to preserve any applicable attorney-client privilege or legal or contractual Third-Party confidentiality obligation), reasonable access for inspection and copying of all Business Records, Governmental Permits, Licenses, Contracts and any other information existing as of the GE Entities Closing Date and relating to have the Seller Business, the Purchased Assets, the Assumed Liabilities or the Transferred Employees and shall make their respective personnel reasonably available for interviews, depositions and testimony in any legal matter concerning transactions contemplated by this Agreement, the operations or activities relating to the Seller Business, the Purchased Assets, the Assumed Liabilities or the Transferred Employees and as otherwise may be necessary or desirable to enable the party requesting such assistance to: (i) comply with any reporting, filing or other requirements imposed by any Governmental Body; (ii) assert or defend any claims or allegations in any litigation or arbitration or in any administrative or legal proceeding other than claims or allegations that one party to this Agreement has asserted against the other; or (iii) subject to clause (ii) above, perform its obligations under this Agreement. The party requesting such information or assistance shall reimburse the other party for all reasonable and necessary out-of-pocket costs and expenses, if any, incurred by such party in providing such information and in rendering such assistance. The access to files, books and records contemplated by this Section 5.1(b) shall be during normal business hours and upon reasonable prior notice and shall be subject to all premises, properties, personnel, books, records, Contracts, commitments, reports of examination and documents in such reasonable limitations as the possession party having custody or control thereof may impose to preserve the confidentiality of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariestherein. (bc) In order Buyer agrees to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitcopreserve all Business Records, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books Licenses and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records Governmental Permits in accordance with this Section 6.3(b)its corporate policies related to preservation of records. Buyer further agrees that, to the extent Business Records, Licenses or Governmental Permits are placed in storage, they will be kept in such a manner as to make individual document retrieval possible in a reasonably expeditious manner.

Access and Information. (a) Prior Seller shall give, or cause its Subsidiaries to give, to Buyer and its Affiliates, and their respective officers, employees, accountants, counsel and other representatives reasonable access during Seller’s or the applicable Subsidiary’s normal business hours throughout the period prior to the ClosingClosing to all of Seller’s or the applicable Subsidiary’s properties, SES books, contracts, commitments, reports of examination and records relating to the Engenio Business, the Transferred Employees, the Purchased Assets and the Assumed Liabilities (subject to any limitations that are reasonably required to preserve any applicable attorney-client privilege or legal or contractual Third-Party confidentiality obligation). Seller shall permit (assist, and cause its Subsidiaries to assist, Buyer and its Affiliates in making such investigation and shall cause each its counsel, accountants, engineers, consultants and other non-employee representatives to be reasonably available to any of its them for such purposes. (b) After the Closing Date, Seller and Buyer shall provide, and shall cause their respective Affiliates to permit) representatives provide, to each other and to their respective officers, employees, accountants, counsel and other representatives, upon request (subject to any limitations that are reasonably required to preserve any applicable attorney-client privilege or legal or contractual Third-Party confidentiality obligation), reasonable access for inspection and copying of all Business Records, Governmental Permits, Licenses, Contracts and any other information existing as of the GE Entities Closing Date and relating to have the Engenio Business, the Purchased Assets, the Assumed Liabilities or the Transferred Employees and shall make their respective personnel reasonably available for interviews, depositions and testimony in any legal matter concerning transactions contemplated by this Agreement, the operations or activities relating to the Engenio Business, the Purchased Assets, the Assumed Liabilities or the Transferred Employees and as otherwise may be necessary or desirable to enable the party requesting such assistance to: (i) comply with any reporting, filing or other requirements imposed by any Governmental Body; (ii) assert or defend any claims or allegations in any litigation or arbitration or in any administrative or legal proceeding other than claims or allegations that one party to this Agreement has asserted against the other; or (iii) subject to clause (ii) above, perform its obligations under this Agreement. The party requesting such information or assistance shall reimburse the other party for all reasonable and necessary out-of-pocket costs and expenses, if any, incurred by such party in providing such information and in rendering such assistance. The access to files, books and records contemplated by this Section 5.1(b) shall be during normal business hours and upon reasonable prior notice and shall be subject to all premises, properties, personnel, books, records, Contracts, commitments, reports of examination and documents in such reasonable limitations as the possession party having custody or control thereof may impose to preserve the confidentiality of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariestherein. (bc) In order Buyer agrees to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitcopreserve all Business Records, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books Licenses and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records Governmental Permits in accordance with this Section 6.3(b)its corporate policies related to preservation of records. Buyer further agrees that, to the extent Business Records, Licenses or Governmental Permits are placed in storage, they will be kept in such a manner as to make individual document retrieval possible in a reasonably expeditious manner.

Access and Information. (a) Prior to Between the Closingdate of this Agreement and the Closing Date, SES the Company shall permit (give, and shall cause each of direct its Affiliates accountants and legal counsel to permit) give, Purchaser and its authorized representatives of the GE Entities to have (including, without limitation, its financial advisors, accountants and legal counsel), at all reasonable times, access during normal business hours and upon reasonable notice as reasonably requested to all premisesoffices and other facilities and to all employees, propertiescontracts, personnel, books, records, Contractsagreements, commitments, reports books and records of examination or pertaining to the Company and documents in its subsidiaries, will permit the possession foregoing to make such reasonable inspections and investigations as they may require and will cause its officers promptly to furnish Purchaser with (a) such financial and operating data and other information with respect to the business and properties of the Company and its subsidiaries as Purchaser may from time to time reasonably request, and (b) a copy of each material report, schedule and other document filed or control of SES received by the Company or any of its Affiliates subsidiaries pursuant to the requirements of applicable securities laws or the NASD. Notwithstanding anything contained in this Section 4.3(a) to which SES the contrary, without first consulting with, and providing notice to, the Company, Purchaser shall not, and shall cause its officers, directors, employees, affiliates, financial advisors and other representatives acting on its behalf not to, contact or otherwise participate in discussions with any customer, supplier, distributor, contractor, employee or former employee of the Company or any subsidiary of its Affiliates otherwise has access to the extent, but only to Company. Between the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat date hereof and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreementhereby, and SES Purchaser shall not engage in any environmental inspections or investigations that involve drilling, testing, or sampling of or at, or structural intrusions, to any property (and shall cause the SES Entities toreal or personal) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature Company or any subsidiary of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its SubsidiariesCompany. (b) In order to facilitate Purchaser shall, at the resolution Company’s request, promptly provide the Company with copies of any claims made against and all final written third party reports resulting from environmental assessments performed by or incurred on behalf of Purchaser on the Company’s and any subsidiaries’ facilities or on the operations conducted thereon. (c) No investigation pursuant to this Section 4.3 or otherwise by SES Purchaser shall affect any representation or warranty in this Agreement of any party hereto or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary condition of the Closing Date in order to provide SES obligations of the opportunity to copy such books and records in accordance with this Section 6.3(b)parties hereto.

Access and Information. (a) Prior to From the Closingdate hereof until the Closing Date, SES shall permit (and shall cause each of its Affiliates to permit) representatives of the GE Entities to have reasonable access during normal business hours and upon reasonable notice to all premises, properties, personnel, books, records, Contracts, commitments, reports of examination and documents in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are and subject to any applicable privileges (including the attorney-client privilege privilege), trade secrets, and the provision of whichcontractual confidentiality obligations, as determined by SES’s counselupon reasonable prior notice, may eliminate the privilege pertaining to such documents, in each case, only after SES Contributor shall afford SEP and its Affiliates have used Representatives reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiaries. (b) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies)access, during normal business hours, to such the books and records, offices and properties of the Companies, furnish to SEP such additional financial and operational data and other information regarding the Companies as SEP may from time to time reasonably request and Contributor or its Affiliates shall make reasonably available to SEP any employees whose assistance and expertise is necessary to assist in connection with SEP’s preparation to integrate the Companies into SEP’s organization following the Closing. Any such access or requests shall (i) be supervised by such Persons as may be designated by Contributor and (ii) be conducted in such a manner so as not to interfere with any of the businesses or operations of Contributor, the Companies or their respective Affiliates and shall not contravene any applicable Law. All requests for information made pursuant to this Section 7.1(a) shall be directed to such Person or Persons as may be designated by the Party receiving such request, and no Party shall directly or indirectly contact any Representative of the other Party or its Affiliates without the prior approval of such designated Person or Persons. SEP further agrees to comply fully with all rules, regulations and instructions issued by Contributor or its Affiliates or other Persons in respect of SEP’s or its Representatives’ actions while upon, entering or leaving any properties of Contributor or its Affiliates. (b) From and after the Closing, in connection with any reasonable business purpose, including (i) in response to the request or at the direction of a Government Entity, (ii) the preparation of Tax Returns or other documents related to Tax matters and (iii) the determination of any matter relating to the rights or obligations of Contributor and its Affiliates under this Agreement or any other Transaction Document (including matters contemplated by Section 2.4), subject to any applicable Law and any applicable privileges (including the attorney-client privilege) and contractual confidentiality obligations, upon reasonable prior notice, SEP shall (A) afford Contributor and its respective Representatives reasonable access, during normal business hours, to the books, data, files, information and records of SEP and its Affiliates in respect of the Companies (including, for the avoidance of doubt, Tax Returns and other information and documents relating to Tax matters), (B) furnish to Contributor such additional financial and other information regarding the Companies as Contributor may from time to time reasonably request (including, for the avoidance of doubt, Tax Returns and other information and documents relating to Tax matters) and (C) make available to Contributor the employees of SEP and its Affiliates (or, if applicable, any replacement manager or operator) whose assistance, expertise, testimony, notes and recollections or presence is necessary to assist Contributor, its respective Affiliates or its respective Representatives in connection with Contributor’s or such Affiliates’ or Representatives’ inquiries for any of the purposes referred to in this Section 7.1(b); provided, however, that such access or request shall not unreasonably interfere with the GE Entities shall notify SES in writing at least 30 days in advance business or operations of destroying SEP or any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b)its Affiliates.

Access and Information. (a) Prior to From and after the Closingdate of this Agreement and until the Closing Date, SES Seller shall permit (give, and shall cause each of its Affiliates to permit) representatives of the GE Entities give, to have Buyer and any Buyer Designees, and their respective officers, employees, accountants, counsel and other representatives, reasonable access during Seller’s normal business hours and upon reasonable notice to all premises, of Seller’s properties, personnel, books, records, Contracts, commitments, reports of examination and documents in records relating to the possession Business, the Transferred Employees, the Purchased Assets and the Assumed Liabilities (subject to any limitations that are reasonably required to preserve any applicable attorney‑client privilege or control of SES legal or contractual Third Party confidentiality obligation; provided, that Seller shall have no obligation to provide Buyer, any Buyer Designees, or any of its Affiliates their respective officers, employees, accountants, counsel or to which SES or any of its Affiliates otherwise has other representatives, access to the extent, but only Leased Premises prior to the extentdate that is two Business Days after the date of this Agreement; provided, pertaining further, that in the event that access is limited or restricted pursuant to this parenthetical, Seller shall use reasonable commercial efforts to provide Buyer or any Buyer Designee with the Transferred Businessesmaximum amount of information requested, Splitcoin a manner that does not jeopardize any attorney‑client privilege or legal or contractual Third Party confidentiality obligation). Seller shall assist, the Equity Interestsand cause its Affiliates to assist, Star OneBuyer and its Affiliates, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entitiesofficers, at their sole expenseemployees, accountants, counsel, and other representatives, in making such investigation and shall cause its counsel, accountants, engineers, consultants and other non‑employee representatives to be reasonably available to any of them for such purposes. (b) From and after the Closing Date, Seller, Seller Parent and Buyer and their respective subsidiaries, as applicable, shall provide, and shall cause their respective Affiliates to provide, to each other and to their respective officers, employees, accountants, counsel and other representatives, upon request (subject to any limitations that are reasonably required to preserve any applicable attorney‑client privilege or legal or contractual Third Party confidentiality obligation; provided, however, that in the event that access is limited or restricted pursuant to this parenthetical, Seller, Seller Parent and Buyer and their respective subsidiaries, as applicable, shall use reasonable commercial efforts to make alternative accommodations to afford access in a manner so that does not jeopardize any attorney‑client privilege or legal or contractual Third Party confidentiality obligation), reasonable access for inspection and copying of all Business Records, Governmental Permits, In‑Licenses, Assigned Leases, Assigned Contracts and any other information existing as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the Closing Date and relating to the Business, the Purchased Assets, the Assumed Liabilities or the Transferred Employees and shall make their respective personnel reasonably available for interviews, depositions and testimony in any legal matter concerning transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document operations or information that is subject activities relating to the terms of a confidentiality agreement with a third party Business, the Purchased Assets, the Excluded Assets, the Assumed Liabilities or to non-disclosure obligations under the company policies and business custom governing Excluded Liabilities or the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document Business or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documentsTransferred Employees, in each case, only after SES and its Affiliates have used reasonable best efforts as may be necessary or desirable to enter into arrangements enable the Party requesting such assistance to: (i) comply with any reporting, filing or obtain consents other requirements imposed by any Governmental Body; (ii) assert or waivers defend any claims or allegations in any litigation or arbitration or in any administrative or legal Proceeding other than claims or allegations that would permit SES and its Affiliates one Party to make such document this Agreement has asserted against the other; or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, iii) subject to requirements of applicable Lawclause (ii) above, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or perform its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules Party requesting such information or rules of conduct reasonably imposed by SESassistance shall reimburse the other Party for all reasonable and necessary out‑of‑pocket costs and expenses, its Subsidiaries or the operator of such propertiesif any, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiaries. (b) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate such Party in providing such information and in rendering such assistance. The access to Splitcofiles, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (iicontemplated by Section 6.1(b) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), shall be during normal business hours, hours and upon reasonable prior notice and shall be subject to such books and records; provided, however, that reasonable limitations as the GE Entities shall notify SES in writing at least 30 days in advance Party having custody or control thereof may impose to preserve the confidentiality of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b)information contained therein.

Access and Information. (a) Prior FP Holding and each FP Subsidiary shall afford to the ClosingWFBI, SES shall permit (and shall cause each of its Affiliates to permit) representatives of the GE Entities to have WFBI’s accountants, counsel, financial advisors and other representatives, reasonable access upon reasonable notice during normal business hours of FP Holding and upon reasonable notice each FP Subsidiary, respectively, during the Pre-Closing Period, to all premises, of its properties, personnel, books, recordscontracts, Contractscommitments and records and, commitmentsduring such a period, reports shall furnish promptly to WFBI: (i) a copy of examination each report, schedule and documents other document filed or received by it during such period with or from (w) the Financial Industry Regulatory Authority; (x) the SCC and the VBFI; (y) the Maryland office of the Commissioner of Financial Regulation; or (z) any other federal, state or local governmental or regulatory agency or department; and (ii) all other information concerning its business, assets, properties and personnel as WFBI may reasonably request. WFBI and its accountants, counsel, financial advisors and other representatives will request permission for all such access reasonably in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expenseadvance, and all such access will be conducted in a manner so as not unreasonably designed to interfere with minimize disruption to the normal business operations and employee or customer relations of SES FP Holding and each FP Subsidiary. WFBI shall cause all information obtained by it or its Subsidiaries, representatives from FP Holding and any FP Subsidiary pursuant to make, this Agreement or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of negotiation thereof, including, without limitation, the schedules hereto, to be treated as confidential and shall not use, nor knowingly permit others to use, any such information for any purpose other than in connection with the transactions contemplated by this Agreementhereby, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any unless such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information becomes generally available to the GE Entitiespublic or is required to be disclosed pursuant to the order of a court of competent jurisdiction or otherwise in accordance with applicable law, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide and in the GE Entities notice event of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date termination of this Agreement shall promptly return all documents (including copies thereof) obtained hereunder from FP Holding or any information obtained by the GE Entities pursuant to this Section 6.3) FP Subsidiary, and shall diminish, obviate or cure any breach destroy all copies of any representationanalyses, warrantycompilations, covenant notes, studies or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of other documents prepared from any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or material for their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariesuse. (b) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b).

Access and Information. (a) Prior to Between the Closingdate of this Agreement and the Closing Date, SES the Company shall permit (give, and shall cause each of direct its Affiliates accountants and legal counsel to permit) give, Purchaser and its authorized representatives of the GE Entities to have (including, without limitation, its financial advisors, accountants and legal counsel), at all reasonable times, access during normal business hours and upon reasonable notice as reasonably requested to all premisesoffices and other facilities and to all employees, propertiescontracts, personnel, books, records, Contractsagreements, commitments, reports books and records of examination or pertaining to the Company and documents in its subsidiaries, will permit the possession foregoing to make such reasonable inspections and investigations as they may require and will cause its officers promptly to furnish Purchaser with (a) such financial and operating data and other information with respect to the business and properties of the Company and its subsidiaries as Purchaser may from time to time reasonably request, and (b) a copy of each material report, schedule and other document filed or control of SES received by the Company or any of its Affiliates subsidiaries pursuant to the requirements of applicable securities laws or the NASD. Notwithstanding anything contained in this Section 4.3(a) to which SES the contrary, without first consulting with, and providing notice to, the Company, Purchaser shall not, and shall cause its officers, directors, employees, affiliates, financial advisors and other representatives acting on its behalf not to, contact or otherwise participate in discussions with any customer, supplier, distributor, contractor, employee or former employee of the Company or any subsidiary of its Affiliates otherwise has access to the extent, but only to Company. Between the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat date hereof and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreementhereby, and SES Purchaser shall not engage in any environmental inspections or investigations that involve drilling, testing, or sampling of or at, or structural intrusions, to any property (and shall cause the SES Entities toreal or personal) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature Company or any subsidiary of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its SubsidiariesCompany. (b) In order to facilitate Purchaser shall, at the resolution Company's request, promptly provide the Company with copies of any claims made against and all final written third party reports resulting from environmental assessments performed by or incurred on behalf of Purchaser on the Company's and any subsidiaries' facilities or on the operations conducted thereon. (c) No investigation pursuant to this Section 4.3 or otherwise by SES Purchaser shall affect any representation or warranty in this Agreement of any party hereto or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary condition of the Closing Date in order to provide SES obligations of the opportunity to copy such books and records in accordance with this Section 6.3(b)parties hereto.

Access and Information. (a) Prior Except as required pursuant to any confidentiality agreement or similar agreement or arrangement to which the ClosingCompany or any Subsidiary is a party or pursuant to applicable Law, SES shall permit (for so long as this Merger Agreement is in effect, the Company shall, and shall cause each of Subsidiary to, (a) afford to Acquiror and its Affiliates to permit) officers, employees, accountants, consultants, legal counsel and other representatives of the GE Entities to have reasonable access during normal business hours and upon hours, subject to reasonable notice advance notice, to all premises, of their respective properties, personnelAgreements, books, recordsrecords and personnel and (b) make available to Acquiror (i) a copy of each agreement, Contractsdocument, commitments, reports of examination and documents in the possession certificate or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to makeother instrument filed with, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable received from any Governmental Entity in connection with the consummation of this Merger Agreement and the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) hereby and (ii) the GE Entities shall have no right to perform invasive all other information concerning their respective businesses, operations, prospects, conditions (financial or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities otherwise), Assets, liabilities and personnel as Acquiror may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariesreasonably request. (b) In order Except as required pursuant to facilitate the resolution of any claims made against confidentiality agreement or incurred by SES similar agreement or arrangement to which Acquiror or any of its Affiliates (as they relate Acquiror Subsidiary is a party or pursuant to Splitco, the Equity Interests or the Transferred Businesses)applicable Law, for a period of seven so long as this Merger Agreement is in effect, Acquiror shall, and shall cause each Acquiror Subsidiary to, (7a) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior afford to the Closing and (ii) afford the representatives of SES Company and its Affiliates officers, employees, accountants, consultants and legal counsel and other representatives reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, subject to such books reasonable advance notice, to all of their respective properties, Agreements, books, records and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books personnel and records prior (b) make available to the seventh anniversary Company (i) a copy of each agreement, document, certificate or other instrument filed with, or received from any Governmental Entity in connection with the Closing Date in order to provide SES Merger Agreement and the opportunity to copy such books transactions contemplated hereby and records in accordance with this Section 6.3(b(ii) all other information concerning their respective businesses, operations, prospects, conditions (financial or otherwise), Assets, liabilities and personnel as the Company may reasonably request.

Access and Information. (a) Prior During the Interim Period, and in addition to the Closingand without limitation of Parent’s rights pursuant to Section 5.2, SES shall permit (and shall cause each of its Affiliates to permitthe Company and Parent shall (i) representatives of give the GE Entities to have other party and such party’s Representatives reasonable access during normal business hours and upon reasonable notice to all premisesits offices, properties, personnel, books, books and records, Contracts, commitments, reports of examination and documents in upon the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation reasonable request of the transactions contemplated by this Agreementother party, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if furnish to the other party and such disclosure would violate applicable Law or party’s Representatives such financial and operating data and other information relating to the other party as such Persons may reasonably request and (iii) such portions instruct its Representatives to cooperate with the other party in its investigation and due diligence review of documents or information which are subject to attorney-client privilege the Company and the provision of whichParent, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountantsapplicable. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities Any investigation pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.35.9(a) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained be conducted in this Agreement or any Ancillary Agreement nor shall such manner as not to interfere unreasonably with the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules business of conduct reasonably imposed by SES, its Subsidiaries or the operator of such propertiesCompany and Parent, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariesapplicable. (b) In order Without limiting the generality of the foregoing, during the Interim Period, the Company shall permit Parent and its Representatives to facilitate contact the resolution Company’s accountants and employees, and the Company shall, and shall use its commercially reasonable efforts to cause such accountants, auditors and employees to, discuss, reasonably cooperate and provide all material information, documentation, data and materials (whether in electronic form of any claims made against otherwise) relating to the Company that is in the control or incurred by SES possession of the Company or any of its Affiliates or Representatives as Parent may reasonably request, including any information that is reasonably required for the preparation of financial statements of Parent that include financial and operating data relating to the Company; provided that such discussions, cooperation and provision do not interfere unreasonably with the conduct of the business of the Company. (c) Notwithstanding anything herein to the contrary in this Section 5.9, no access or examination contemplated by this Section 5.9 shall be permitted to the extent that it would require the Company or Parent, as they relate applicable, to Splitcowaive the attorney-client privilege or attorney work product privilege, or violate any applicable Law; provided, that each the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall Company and Parent (i) retain the books and records relating shall be entitled to Splitcowithhold only such information that may not be provided without causing such violation or waiver, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford shall provide to the representatives other party all related information that may be provided without causing such violation or waiver (including, to the extent permitted, redacted versions of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopiesany such information), during normal business hoursand (iii) shall enter into such effective and appropriate joint-defense agreements or other protective arrangements as may be reasonably requested by the Company or Parent, to as applicable, in order that all such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior information may be provided to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy other party without causing such books and records in accordance with this Section 6.3(b)violation or waiver.

Access and Information. The Company shall (a) Prior afford to the Closing, SES shall permit (Parent and shall cause each of its Affiliates to permit) representatives of the GE Entities to have such reasonable access during normal business hours throughout the period from the date of this Agreement to the Effective Time to the Company’s and upon reasonable notice to all premises, properties, personnel, each of the Company Subsidiary’s books, records, systems, Contracts, commitmentsfacilities and employees, reports of examination and documents in the possession or control of SES or any of its Affiliates or (b) furnish to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES Parent and its Subsidiariesrepresentatives all financial, to makebusiness, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, operational and SES shall other data and information (and shall cause provide reasonable consultation with respect thereto) as promptly as reasonably practicable following a request by Parent (and to the SES Entities toextent that the data or information is of the type of data or information that has been provided to Parent in the ordinary course of business prior to the date of this Agreement substantially within the timeframe for which such data or information has been provided historically to Parent) reasonably and (c) shall cooperate with Parent and promptly take all reasonable actions necessary to facilitate integration and transaction planning; provided that the foregoing shall not require the Company to permit any such investigations; providedinspection, however, that SES and its Affiliates may withhold or to disclose any information (i) that in the reasonable judgment of the Company (after consultation with its outside counsel) would result in the disclosure of any document trade secrets of third Persons or information that is subject violate any of the Company’s obligations with respect to confidentiality if the terms Company shall have used its reasonable best efforts to obtain the consent of a confidentiality agreement with a such third party Person to such inspection or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; disclosure, (ii) any document or information, if such disclosure that the Special Committee (after consultation with its outside counsel) reasonably determines would violate be inconsistent with the Special Committee’s fulfillment of its fiduciary duties to the holders of Shares under applicable Law or (iii) such portions of documents or any privileged information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); providedCompany or any Company Subsidiary. No information, furtherknowledge, that none of SES, SES’s investigation obtained or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested made by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities Parent pursuant to this Section 6.3. No investigation by 6.05 shall affect or be deemed to modify or affect the GE Entities representations, warranties, covenants or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any agreements of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary Company contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiaries. (b) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b).

Access and Information. (a) Prior Subject to applicable Law, upon reasonable notice, the ClosingCompany shall, SES shall permit (and shall cause each of its Affiliates to permit) the Subsidiaries to, afford the Investor’s officers and other authorized representatives of the GE Entities to have reasonable access access, during normal business hours throughout the period prior to and upon reasonable notice following the Closing (for so long as the Investor holds Securities and/or shares of Common Stock that in the aggregate constitute beneficial ownership of at least 5% of the Common Stock), to all premisesits employees, properties, personnel, books, recordscontracts and records and the Company shall, Contracts, commitments, reports of examination and documents in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities Subsidiaries to) , furnish promptly to the Investor all information concerning its business (including financial and operating data and internally-generated subscriber, accounts receivable and other operational reports with respect to its business that are produced in the ordinary course), properties books, contracts, commitments, tax returns, records and appropriate officers, personnel and employees of the Company and the Subsidiaries, as may reasonably cooperate with be requested, provided that no investigation pursuant to this Section 4.7 shall affect or be deemed to modify any such investigations; representation or warranty made by the Company or the Subsidiaries herein, and provided, howeverfurther, that SES and its Affiliates may withhold the foregoing shall not require the Company or the Subsidiaries (i) to permit any document or information that is subject to the terms of a confidentiality agreement with a third party inspection, or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) disclose any document or information, that in the reasonable judgment of the Company or the Subsidiaries would result in the disclosure of any trade secrets of third parties or violate any of its obligations with respect to confidentiality if such disclosure would violate applicable Law the Company or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates Subsidiaries shall have used reasonable best efforts to enter into arrangements obtain the consent of such third party to such inspection or obtain consents disclosure or waivers that would permit SES and its Affiliates (ii) to make such document or disclose any privileged information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature Company or any of the Subsidiaries. All requests for information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities made pursuant to this Section 6.3. No investigation 4.7 shall be directed to the executive officer or other Person designated by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its SubsidiariesCompany. (b) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b).

Access and Information. (a) Prior After the Closing Date, Seller and Buyer will provide, and will cause their respective Affiliates to provide, to each other and to their respective officers, employees, counsel and other representatives, upon request (subject to any limitations that are reasonably required to preserve any applicable attorney-client privilege or Third-Party confidentiality obligation), reasonable access for inspection and copying of all Business Records, Governmental Permits, Licenses, Contracts and any other information existing as of the Closing Date and relating to the ClosingBusiness or the Purchased Assets, SES and will make their respective personnel reasonably available for interviews, depositions and testimony in any legal matter concerning transactions, operations or activities relating to the Business or the Purchased Assets, and as otherwise may be necessary or desirable to enable the party requesting such assistance to: (i) comply with reporting, filing or other requirements imposed by any foreign, local, state or federal court, agency or regulatory body; (ii) assert or defend any claims or allegations in any litigation or arbitration or in any administrative or legal proceeding other than claims or allegations that one party to this Agreement has asserted against the other; or (iii) subject to clause (ii) above, perform its obligations under this Agreement. The party requesting such information or assistance shall permit (reimburse the other party for all out-of-pocket costs and expenses incurred by such party in providing such information and in rendering such assistance. The access to files, books and records contemplated by this Section 5.1(b) shall cause each of its Affiliates to permit) representatives of the GE Entities to have reasonable access be during normal business hours and upon not less than two (2) Business Days' prior written request and shall be subject to such reasonable notice to all premises, properties, personnel, books, records, Contracts, commitments, reports of examination and documents in limitations as the possession party having custody or control thereof may impose to preserve the confidentiality of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariestherein. (b) In order From time to facilitate time following the resolution of any claims made against Closing, Seller hereby agrees to make available, or incurred by SES or any of to cause its Affiliates to make available, to Buyer non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Buyer to transition such employees into Buyer's records. (as they relate c) Buyer agrees to Splitcopreserve all Business Records, the Equity Interests or the Transferred Businesses), Licenses and Governmental Permits for a period of at least seven (7) years after the Closing or, if shorter, the applicable Date. After this seven-year period specified in the GE Entities’ document retention policy, the GE Entities shall and at least ninety (i90) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods days prior to the Closing and (ii) afford the representatives planned destruction of SES and its Affiliates reasonable access (including the right to makeany Business Records, at SES’s expenseLicenses or Governmental Permits, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities Buyer shall notify SES Seller in writing at least 30 days in advance of destroying any and shall make available to Seller, upon its request, such books Business Records, Licenses and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b)Governmental Permits.

Access and Information. (a) Prior With respect to each Service provided hereunder and to the Closingextent applicable, SES MLP shall permit (grant, and shall cause each of its Affiliates Subsidiaries to permit) grant, to the personnel and representatives of the GE Entities to have Services Provider reasonable access during normal business hours to their respective locations, systems, records and upon reasonable notice information as reasonably necessary for Services Provider to all premisesperform its obligations hereunder. When on the property owned or controlled by MLP, properties, personnel, books, records, Contracts, commitments, reports of examination and documents in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has when given access to the extentany systems, but only software or networks owned or controlled by MLP, Services Provider shall: (a) comply with applicable policies and procedures concerning health, safety, security, data privacy, confidentiality and data security; (b) comply with MLP’s directions from time to the extent, pertaining time relating to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat such access; (c) not commit waste or damage to MLP’s property or systems; (d) not make material changes or improvements to such property or systems without MLP’s prior written consent; and their respective Subsidiaries as may be necessary to (e) permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause personnel to be madeappropriately supervised, directed and/or accompanied during such investigation thereof access as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated requested by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigationsMLP; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each such case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES : (i) the GE Entities access of Services Provider shall not contact unreasonably interfere with any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence business or operations of a representative of SES, or otherwise with SES’s consent in writing) MLP; and (ii) in the GE Entities event that MLP reasonably determines that providing such access could be commercially detrimental, violate any Law or agreement or waive any attorney-client privilege, then the Parties shall have no right promptly use commercially reasonable efforts to perform invasive permit such access in a manner that avoids any such harm or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariesconsequence. (b) In order For each Service, if requested by MLP, Services Provider shall deliver to MLP, to the extent reasonably available, as soon as reasonably practicable, all information received, stored or created for the benefit of MLP in the form in which it exists, whether in electronic and/or hard copy form as may be reasonably requested. (c) Services Provider shall grant to the personnel and representatives of MLP reasonable access during normal business hours to its respective locations, systems, records and information as reasonably requested by MLP to facilitate the resolution orderly transition of operatorship contemplated by the Transition Services Agreement, dated as of June 1, 2020, by and between Mid-Con Energy Operating, LLC, and MLP (the “TSA”). When on the property owned or controlled by Services Provider, or when given access to any claims made against systems, software or incurred networks owned or controlled by SES or any of its Affiliates (as they relate to SplitcoServices Provider, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities MLP shall (iand shall direct its Subsidiaries and its and their representatives to): (a) retain the books comply with applicable policies and records procedures concerning health, safety, security, data privacy, confidentiality and data security; (b) comply with Services Provider’s reasonable directions from time to time relating to Splitco, the Equity Interests and the Transferred Businesses relating such access; (c) not commit waste or damage to periods prior to the Closing and Services Provider’s property or systems; (iid) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, not make material changes or improvements to such books property or systems without Services Provider’s prior written consent; (e) permit its personnel and recordsrepresentatives to be appropriately supervised, directed and/or accompanied during such access as requested by Services Provider; provided, however, that in each such case: (i) the GE Entities access of MLP shall notify SES not unreasonably interfere with any of the business or operations of Services Provider; and (ii) in writing at least 30 days the event that Services Provider reasonably determines that providing such access could be commercially detrimental, violate any Law or agreement or waive any attorney-client privilege, then the Parties shall promptly use commercially reasonable efforts to permit such access in advance of destroying a manner that avoids any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this Section 6.3(b)harm or consequence.

Access and Information. (a) Prior During the period from the date of this Agreement to the Closing, SES except to the extent prohibited by applicable Law or the terms of any Contract entered into prior to the date hereof for which Parent has been unable, despite use of its reasonable efforts, to obtain a consent or waiver from the other parties thereto (other than any Affiliate of Parent) to enable disclosure to Xxxxxxx, or as would reasonably be expected to violate or result in a loss or impairment of any attorney-client or work product privilege (it being understood that the parties shall use reasonable efforts to cause such information to be provided in a manner that does not result in such violation, loss or impairment), and subject to the obligations of Shivers under the Confidentiality Agreement with respect thereto, Parent will permit (and shall will cause each of its Affiliates Subsidiaries to permit) representatives the officers, directors, employees, representatives, consultants, advisors, accountants or agents (“Representatives”) of the GE Entities Xxxxxxx to have reasonable access during normal business hours and upon reasonable notice to all premises, properties, personnel, books, records, Contracts, commitments, reports of examination examination, and documents in the possession of or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Business, and reasonable opportunity upon prior notice and consultation with Parent to communicate with Transferred BusinessesEmployees (provided that Parent shall have the right to be present by representative for all such contacts between Xxxxxxx and any such employee, Splitcowhether in person, the Equity Intereststelephonic or otherwise), Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE EntitiesXxxxxxx to, at their its sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES and its Subsidiaries, to make, or cause to be made, such investigation investigations thereof as the GE Entities are reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this AgreementTransactions, and SES Parent shall (and shall cause the SES Entities its Subsidiaries to) reasonably cooperate with any such investigations. No information or knowledge obtained in any investigation pursuant to this Section 5.1(a) or otherwise shall affect or be deemed to modify any representation or warranty contained herein or delivered pursuant hereto or to modify the conditions to the obligations of the parties hereto to consummate the Transactions. (b) For a period of three (3) years after the Closing, upon reasonable notice, Parent shall afford to Xxxxxxx and its Representatives reasonable access during normal business hours to its books of account, financial and other records (including accountant’s work papers), information, employees and auditors to the extent reasonably necessary for Xxxxxxx to comply, respond or investigate in connection with any audit, investigation, dispute or litigation relating to the Systems; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms of a confidentiality agreement such access by Shivers shall not unreasonably interfere with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors the businesses or operations of Parent or any of its Affiliates. Xxxxxxx will hold, and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject will cause its Representatives to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documentshold, in each caseconfidence, only after SES and its Affiliates have used reasonable best efforts all confidential or proprietary information to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but which it has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such had access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiaries5.1. (bc) In order to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for For a period of seven three (73) years after the Closing orClosing, if shorterupon reasonable notice, the applicable period specified in the GE Entities’ document retention policy, the GE Entities Xxxxxxx shall (i) retain the books and records relating cause SplitCo Sub to Splitco, the Equity Interests and the Transferred Businesses relating afford to periods prior to the Closing and (ii) afford the representatives of SES Parent and its Affiliates Representatives reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hourshours to SplitCo Sub’s properties, books, records, employees and auditors to such books the extent reasonably necessary to permit Parent to determine any matter relating to its rights and recordsobligations (or those of its Affiliates) hereunder or to any period ending on or before the Closing Date; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to access by Parent shall not unreasonably interfere with the seventh anniversary conduct of the Closing Date businesses or operations of SplitCo Sub or any of its Affiliates. Parent will hold, and will cause its Representatives to hold, in order confidence, all confidential or proprietary information to provide SES the opportunity which it has had access to copy such books and records in accordance with pursuant to this Section 6.3(b)5.1.

Access and Information. (a) Prior During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement in accordance with Section 7.1 or the Closing (the “Interim Period”), subject to Section 5.16, each of the ClosingSeller and Seller Merger Sub shall give, SES shall permit (and shall cause each of its Affiliates Representatives to permit) representatives of the GE Entities to have give, Purchaser and its Representatives, at reasonable access times during normal business hours and upon reasonable notice intervals and notice, reasonable access to all premisesoffices and other facilities and to all employees, properties, personnelContracts, books, records, Contractsagreements, commitments, reports books and records, financial and operating data and other information (including Tax Returns, internal working papers, client files, client Contracts and director service agreements), of examination and documents in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred BusinessesSeller or Seller Merger Sub, Splitco, the Equity Interests, Star One, AsiaSat as Purchaser or its Representatives may reasonably request regarding Seller or Seller Merger Sub and their respective Subsidiaries as may be necessary businesses, assets, Liabilities, financial condition, prospects, operations, management, employees and other aspects (including unaudited quarterly financial statements, including a consolidated quarterly balance sheet and income statement, a copy of each material report, schedule and other document filed with or received by a Governmental Authority pursuant to permit the GE Entities, at their sole expenserequirements of applicable securities Laws, and in a manner so as not unreasonably independent public accountants’ work papers (subject to interfere with the normal operations of SES consent or any other conditions required by such accountants, if any)) and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation each of the transactions contemplated by this Agreement, Representatives of the Seller and SES shall (and shall cause the SES Entities to) Seller Merger Sub to reasonably cooperate with any such investigationsPurchaser and its Representatives in their investigation; provided, however, that SES Purchaser and its Affiliates may withhold Representatives shall conduct any such activities in such a manner as not to unreasonably interfere with the business or operations of Seller or the Seller Merger Sub. Notwithstanding the foregoing, the Seller and Seller Merger Sub shall not be required to provide to the Purchaser or any of its Representatives any information (i) any document or information that is subject if and to the terms extent doing so would (A) violate any Law to which the Seller or Seller Merger Sub is subject, (B) result in a breach of a confidentiality agreement with any Contract between the Seller or Seller Merger Sub and a third party party, (C) violate any legally-binding obligation of the Seller or Seller Merger Sub with respect to confidentiality, non-disclosure obligations or privacy or (D) jeopardize protections afforded to the Seller or Seller Merger Sub under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege or the attorney work product doctrine (provided that, in case of each of clauses (A) through (D), the Seller and Seller Merger Sub shall use reasonable efforts to (x) provide such access as can be provided (or otherwise convey such information regarding the applicable matter as can be conveyed) without violating such privilege, doctrine, Contract, obligation or Law and (y) provide such information in a manner without violating such privilege, doctrine, Contract, obligation or Law), or (ii) if the Seller and Seller Merger Sub, on the one hand, and the provision Purchaser or any of whichits respective Representatives, as determined by SES’s counselon the other hand, may eliminate are adverse parties in a litigation and such information is reasonably pertinent thereto; provided further that the privilege pertaining to such documentsSeller and Merger Sub shall, in each casethe case of clause (i) or (ii), only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities prompt written notice of the nature withholding of the access or information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of on any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, without the prior written consent of SES (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiariesbasis. (b) In order During the Interim Period, subject to facilitate the resolution of any claims made against or incurred by SES or any of Section 5.16, Purchaser shall give, and shall cause its Affiliates (as they relate Representatives to Splitcogive, the Equity Interests or the Transferred Businesses)Seller, for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books Seller Merger Sub and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to maketheir respective Representatives, at SES’s expense, photocopies), reasonable times during normal business hourshours and upon reasonable intervals and notice, reasonable access to such all offices and other facilities and to all employees, properties, Contracts, agreements, commitments, books and records, financial and operating data and other information (including Tax Returns, internal working papers, client files, client Contracts and director service agreements), of or pertaining to Purchaser or its Subsidiaries, as the Seller, Seller Merger Sub or their respective Representatives may reasonably request regarding Purchaser, its Subsidiaries and their respective businesses, assets, Liabilities, financial condition, prospects, operations, management, employees and other aspects (including unaudited quarterly financial statements, including a consolidated quarterly balance sheet and income statement, a copy of each material report, schedule and other document filed with or received by a Governmental Authority pursuant to the requirements of applicable securities Laws, and independent public accountants’ work papers (subject to the consent or any other conditions required by such accountants, if any)) and cause each of their respective Representatives to reasonably cooperate with the Seller, Seller Merger Sub and their respective Representatives in their investigation; provided, however, that the GE Entities Seller, Seller Merger Sub and their respective Representatives shall notify SES in writing at least 30 days in advance of destroying conduct any such books and records prior activities in such a manner as not to unreasonably interfere with the business or operations of Purchaser or any of its Subsidiaries. For the avoidance of doubt, to the seventh anniversary extent that Purchaser files with or furnishes to the SEC any of the Closing Date in order information covered by this Section 5.1(b), such information shall be deemed to have been provided to the Seller, Seller Merger Sub and their respective Representatives. Notwithstanding the foregoing, the Purchaser shall not be required to provide SES to the opportunity Seller, Seller Merger Sub or any of its respective Representatives any information (i) if and to copy the extent doing so would (A) violate any Law to which the Purchaser is subject, (B) result in a breach of any Contract between the Purchaser and a third party, (C) violate any legally-binding obligation of the Purchaser with respect to confidentiality, non-disclosure or privacy or (D) jeopardize protections afforded to the Purchaser under the attorney-client privilege or the attorney work product doctrine (provided that, in case of each of clauses (A) through (D), the Purchaser shall use reasonable efforts to (x) provide such books access as can be provided (or otherwise convey such information regarding the applicable matter as can be conveyed) without violating such privilege, doctrine, Contract, obligation or Law and records (y) provide such information in accordance with this Section 6.3(ba manner without violating such privilege, doctrine, Contract, obligation or Law), or (ii) if the Purchaser, on the one hand, and the Seller and Seller Merger Sub or any of their respective Representatives, on the other hand, are adverse parties in a litigation and such information is reasonably pertinent thereto; provided further that the Purchaser shall, in the case of clause (i) or (ii), provide prompt written notice of the withholding of access or information on any such basis.

Access and Information. (a) Prior During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement in accordance with Section 11.1 or the Closing (the “Interim Period”), subject to Section 8.19, to the Closingextent permitted by applicable Law and solely for the purpose of facilitating the consummation of the Transactions, SES each of HMI and Holdings shall permit (give, and shall cause each of its Affiliates Representatives to permit) representatives of the GE Entities to have give, MGO and its Representatives, at reasonable access times during normal business hours and at reasonable intervals and upon reasonable notice advance notice, reasonable access to all premisesoffices and other facilities and to all employees, properties, personnelContracts, books, books and records, Contractsfinancial and operating data and other similar information (including Tax Returns, commitmentsinternal working papers, reports client files, client Contracts and director service agreements), of examination and documents in the possession or control of SES or any of its Affiliates or to which SES or any of its Affiliates otherwise has access to the extent, but only to the extent, pertaining to the Transferred BusinessesHMI Companies or Holdings, Splitco, as MGO or its Representatives may reasonably request regarding the Equity Interests, Star One, AsiaSat HMI Companies or Holdings and their respective Subsidiaries as may be necessary to permit the GE Entitiesbusinesses, at their sole expenseassets, Liabilities, financial condition, operations, management, employees and in a manner so as not unreasonably to interfere with the normal operations of SES other aspects and its Subsidiaries, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation each of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) Representatives of HMI to reasonably cooperate with any such investigationsMGO and its Representatives in their investigation; provided, however, that SES MGO and its Affiliates may withhold (i) Representatives shall conduct any document such activities in such a manner as not to unreasonably interfere with the business or information that is subject to the terms of a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice operations of the nature of HMI Companies or Holdings. MGO hereby agrees that, during the information that is so withheldInterim Period, it shall not contact any employee (other than executive officers); provided, furthercustomer, that none of SESsupplier, SES’s distributor or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach other material business relation of any representation, warranty, covenant or agreement contained in this Agreement or HMI Company regarding any Ancillary Agreement nor shall the conduct or completion of any such investigation be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SESHMI Company, its Subsidiaries business or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15, prior to the Closing, Transactions without the prior written consent of SES HMI (such consent not to be unreasonably withheld, conditioned or delayed). Notwithstanding the foregoing, HMI shall not be required to provide access to any information (i) the GE Entities shall not contact any suppliers to, or customers of, SES, its Subsidiaries or their respective Affiliates with respect that is personally identifiable information of a Third Party that is prohibited from being disclosed pursuant to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence terms of a representative of SESwritten confidentiality agreement with a Third Party, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right disclosure of which would violate any Law, (iii) the disclosure of which would jeopardize the protection of attorney-client, attorney work product or other legal privilege or (iv) that is directly related to perform invasive or subsurface investigations the negotiation and execution of the properties Transactions (or facilities of any of SES transactions that are or were alternatives to the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its SubsidiariesTransactions). (b) In order During the Interim Period, subject to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to SplitcoSection 8.19, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing extent permitted by applicable Law and (ii) afford solely for the representatives purpose of SES facilitating the consummation of the Transactions, MGO shall give, and shall cause its Representatives to give, HMI and its Affiliates reasonable access (including the right to makeRepresentatives, at SES’s expense, photocopies), reasonable times during normal business hourshours and at reasonable intervals and upon reasonable advance notice, reasonable access to such all offices and other facilities and to all employees, properties, Contracts, books and records, financial and operating data and other similar information (including Tax Returns, internal working papers, client files, client Contracts and director service agreements), of or pertaining to MGO, as HMI or its Representatives may reasonably request regarding MGO and its business, assets, Liabilities, financial condition, operations, management, employees and other aspects and cause each of the Representatives of MGO to reasonably cooperate with HMI and its Representatives in their investigation; provided, however, that the GE Entities HMI and its Representatives shall notify SES in writing at least 30 days in advance of destroying conduct any such books and records prior activities in such a manner as not to unreasonably interfere with the business or operations of MGO. Notwithstanding the foregoing, MGO shall not be required to provide access to any information (i) that is personally identifiable information of a Third Party that is prohibited from being disclosed pursuant to the seventh anniversary terms of a written confidentiality agreement with a Third Party, (ii) the disclosure of which would violate any Law, (iii) the disclosure of which would jeopardize the protection of attorney-client, attorney work product or other legal privilege or (iv) that is directly related to the negotiation and execution of the Closing Date in order Transactions (or any transactions that are or were alternatives to provide SES the opportunity Transactions). (c) All information provided pursuant to copy such books and records in accordance with this Section 6.3(b8.1 shall be subject to the Confidentiality Agreement, dated December 1, 2023, by and between MGO and HMI (as amended from time to time, the “Confidentiality Agreement”).

Access and Information. (a) Prior Until the First Closing, the Company shall provide to the ClosingBuyers and their representatives upon reasonable notice, SES shall permit (during mutually agreeable hours, full and shall cause each of its Affiliates to permit) representatives of the GE Entities to have reasonable complete access during normal business hours and upon reasonable notice to all premises, its properties, personnel, books, records, Contracts, commitments, reports records and Contracts and those of examination its Subsidiaries and shall furnish or make available all such information and documents relating to its properties and business and those of its Subsidiaries as the Buyers may reasonably request, unless and to the extent that, in connection with a Contract between the possession Company or control any Subsidiary of SES the Company and any Governmental Authority, such Governmental Authority requires the Company or any of its Affiliates Subsidiaries to restrict access to any properties or information reasonably related to which SES such Contract on the basis of Applicable Law with respect to national security matters, and unless and to the extent that Applicable Law otherwise requires the Company to restrict FT's and DT's access to any properties or information, provided that any such investigation by the Buyers shall be conducted in such a manner as not to interfere unreasonably with the business or operations of the Company or any of its Affiliates otherwise has Subsidiaries; and the Company shall use its reasonable efforts to cause Ernst & Young or its successor to give to any independent public accountants engaged by the Buyers full access to the extentits books, but only records and work papers relating to the extent, pertaining to the Transferred Businesses, Splitco, the Equity Interests, Star One, AsiaSat and their respective Subsidiaries as may be necessary to permit the GE Entities, at their sole expense, and in a manner so as not unreasonably to interfere with the normal operations of SES Company and its SubsidiariesAffiliates, to make, or cause to be made, such investigation thereof as the GE Entities reasonably deem necessary or advisable in connection with the consummation of the transactions contemplated by this Agreement, and SES shall (and shall cause the SES Entities to) reasonably cooperate with any such investigations; provided, however, that SES and its Affiliates may withhold (i) any document or information that is subject to the terms execution by FT and DT of such agreement as the Company and Ernst & Young may reasonably request as a confidentiality agreement with a third party or to non-disclosure obligations under the company policies and business custom governing the conduct of directors and officers of AsiaSat and Star One and their respective Subsidiaries; (ii) any document or information, if such disclosure would violate applicable Law or (iii) such portions of documents or information which are subject to attorney-client privilege and the provision of which, as determined by SES’s counsel, may eliminate the privilege pertaining condition to such documents, in each case, only after SES and its Affiliates have used reasonable best efforts to enter into arrangements or obtain consents or waivers that would permit SES and its Affiliates to make such document or access. All confidential information available to the GE Entities, but has failed to enter into such arrangements or obtain such consents or waivers (but, subject to requirements of applicable Law, SES shall provide the GE Entities notice of the nature of the information that is so withheld); provided, further, that none of SES, SES’s or its Subsidiaries’ accountants, nor SES’s Subsidiaries or Affiliates shall be obliged to make any work papers available to any person unless and until such person has signed a customary agreement relating to such access to work papers or data in form and substance reasonably acceptable to such auditors or accountants. If so requested by SES, the GE Entities shall enter into a customary joint defense agreement with SES and/or its Subsidiaries with respect to any information to be provided to the GE Entities Buyers pursuant to this Section 6.3. No investigation by the GE Entities or their representatives or advisors prior to or after the date of this Agreement (including any information obtained by the GE Entities pursuant to this Section 6.3) shall diminish, obviate or cure any breach of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Agreement nor shall the conduct or completion of any such investigation will be a condition to any of the GE Entities’ obligations under this Agreement. The GE Entities agree to abide by any safety rules or rules of conduct reasonably imposed by SES, its Subsidiaries or the operator of such properties, as the case may be, with respect to the GE Entities’ access and any information furnished to the GE Entities or its representatives pursuant to this Section 6.3. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.15Existing Confidentiality Agreement. Notwithstanding the foregoing, prior FT and DT may not have access to the Closing, (a) information or documents subject to existing confidentiality restrictions with any third party without the prior written consent approval of SES (i) the GE Entities shall not contact any suppliers tothird party, or customers of, SES, its Subsidiaries or their respective Affiliates with respect to the Transferred Businesses (provided that the GE Entities may contact customers of the AMC-23 Business if any such contact is made in the presence of a representative of SES, or otherwise with SES’s consent in writing) and (ii) the GE Entities shall have no right to perform invasive or subsurface investigations of the properties or facilities of any of SES or the SES Entities; it being understood that the GE Entities may conduct or cause to be conducted Phase I reviews of the properties and facilities of Satlynx and its Subsidiaries. (b) In order information or documents subject to facilitate the resolution of any claims made against or incurred by SES or any of its Affiliates (as they relate to Splitco, the Equity Interests or the Transferred Businesses), for a period of seven (7) years after the Closing or, if shorter, the applicable period specified in the GE Entities’ document retention policy, the GE Entities shall (i) retain the books and records relating to Splitco, the Equity Interests and the Transferred Businesses relating to periods prior to the Closing and (ii) afford the representatives of SES and its Affiliates reasonable access (including the right to make, at SES’s expense, photocopies), during normal business hours, to such books and records; provided, however, that the GE Entities shall notify SES in writing at least 30 days in advance of destroying any such books and records prior to the seventh anniversary of the Closing Date in order to provide SES the opportunity to copy such books and records in accordance with this attorney/client privilege. Section 6.3(b)8.3.