Common use of Customer's DTH Service Clause in Contracts

Customer's DTH Service. As used in this Agreement, the reference to "Customer's DTH Service" shall be deemed to include any DTH Service that is owned, operated or managed by Customer or any entity that is directly or indirectly "Controlled" by a combination of one or more of the "Approved Participating Companies" that also, directly or indirectly, Control the Customer. The Approved Participating Companies mean any one or more of the following companies that directly or indirectly has an equity holding, investment, or other economic interest in the Customer: News, Televisa, Globo, Tele-Communications International, Inc. ("TINTA"), and/or any of the "Approved Companies" that are identified in Appendix I. News, Televisa, and Globo are also referred to herein as the "Founding Partners." In addition, TINTA may elect, pursuant to Section 18.4 hereof, on notice to PanAmSat to be given no later than the date that is sixty (60) days after the Execution Date, to be deemed a Founding Partner. At Customer's request, the list of Approved Companies may be expanded, subject to PanAmSat's prior written consent, not to be unreasonably withheld, conditioned, or delayed; provided that, in appropriate circumstances, PanAmSat may limit its consent to the involvement of an Approved Company: (i) so that Control of Customer is retained by other Approved Participating Companies, (ii) to exclude separate programming rights under Section 1.4(c) below, and/or (iii) to exclude rights to be an assignee under Section 10.5 of this Agreement. PanAmSat shall make all decisions required under this paragraph in good faith based upon the financial qualifications and programming practices (i.e., with respect to considerations identified in Section 10.5 below) of a proposed Approved Company. For purposes of this Agreement,

Customer's DTH Service. As used in this Agreement, the reference to "Customer's DTH Service" shall be deemed to include any DTH Service that is owned, operated or managed by Customer or any entity that is directly or indirectly "Controlled" by a combination of one or more of the "Approved Participating Companies" that also, directly or indirectly, Control the Customer. The Approved Participating Companies mean any one or more of the following companies that directly or indirectly has an equity holding, investment, or other economic interest in the Customer: News, Televisa, Globo, Tele-Communications International, Inc. ("TINTA"), and/or any of the "Approved Companies" that are identified in Appendix I. News, Televisa, News and Globo Televisa are also referred to herein as the "Founding Partners." In addition, TINTA may elect, elect pursuant to Section 18.4 18.1 hereof, on notice to PanAmSat to be given no later than the date that is sixty (60) days after the Execution DateMay 4, 1998, to be deemed a Founding Partner. At Customer's request, the list of Approved Companies may be expanded, subject to PanAmSat's prior written consent, not to be unreasonably withheld, conditioned, or delayed; provided that, in appropriate circumstances, PanAmSat may limit its consent to the involvement of an Approved Company: (i) so that Control of Customer is retained by other Approved Participating Companies, (ii) to exclude separate programming rights under Section 1.4(c) below, and/or (iii) to exclude rights to be an assignee under Section 10.5 of this Agreement. PanAmSat shall make all decisions required under this paragraph in good faith based upon [***] Filed separately with the financial qualifications and programming practices (i.e., with respect Commission pursuant to considerations identified in Section 10.5 below) of a proposed Approved Company. For purposes of this Agreement,request for confidential treatment.

Customer's DTH Service. As used in this Agreement, the reference to "Customer's DTH Service" shall be deemed to include any DTH Service that is owned, operated or managed by Customer or any entity that is directly or indirectly "Controlled" by a combination of one or more of the "Approved Participating Companies" that also, directly or indirectly, Control the Customer. The Approved Participating Companies mean any one or more of the following companies that directly or indirectly has an equity holding, investment, or other economic interest in the Customer: The News Corporation Limited ("News"), Grupo Televisa, GloboS.A. ("Televisa"), Tele-Communications International, Inc. ("TINTA"), Globo Comunicacoes e Participacoes ("Globo"), and/or any of the "Approved Companies" that are identified in Appendix I. News, Televisa, News and Globo Televisa are also referred to herein as the "Founding Partners." In addition, TINTA may elect, pursuant to Section 18.4 hereof, on notice to PanAmSat to be given no later than the date that is sixty (60) days after the Execution Date, to be deemed a Founding Partner. At Customer's request, the list of Approved Companies may be expanded, subject to PanAmSat's prior written consent, not to be unreasonably withheld, conditioned, or delayed; provided that, in appropriate circumstances, PanAmSat may limit its consent to the involvement of an Approved Company: (i) so that Control of Customer is retained by other Approved Participating Companies, (ii) to exclude separate programming rights under Section 1.4(c) below, and/or (iii) to exclude rights to be an assignee under Section 10.5 of this Agreement. PanAmSat shall make all decisions required under this paragraph in good faith based upon the financial qualifications and programming practices (i.e., with respect to considerations identified in Section 10.5 below) of a proposed Approved Company. For purposes of this Agreement,, "Control" means voting control over ordinary business activities (positive or negative) that may be exercised directly or indirectly. As a condition for their interest in Customer and participation in Customer's DTH Service, Customer shall require each of the Approved Participating Companies to agree to and to comply with the terms and conditions of the Agreement as they relate to them and shall make PanAmSat a third party beneficiary entitled to enforce such provisions directly against the Approved Participating Companies. It is understood that Customer's DTH Service may carry programming provided to it by third parties. Customer may permit video programming signals (with associated audio and data signals) that are being carried on the same Service Transponder as part of Customer's DTH Service also to be received (the same feed), on an ancillary basis, by cable head ends, SMATV and MMDS outlets and other non-DTH facilities that may be developed for the distribution of video programming ("Non-DTH Outlets").