Common use of Distribution of Loral Transponder Sale Proceeds Clause in Contracts

Distribution of Loral Transponder Sale Proceeds. (a) (i) If as a result of any enforcement action or exercise of rights and remedies by the Collateral Trustee hereunder, Satmex 5 or Satmex 6 is transferred in a Changing Orbital Foreclosure Sale, then the Collateral Trustee shall, and is hereby irrevocably directed to, segregate from the sale proceeds and hold in escrow (i) the Loral Transponder Sale Proceeds with respect to Satmex 5 on the Satmex 5 Transponder Sale Date and (ii) the Loral Transponder Sale Proceeds with respect to Satmex 6 on the Satmex 6 Transponder Sale Date. On or before the Satmex 5 Loral Transponder Sale Date or the Satmex 6 Loral Transponder Sale Date, as applicable, the Collateral Trustee shall, and is hereby irrevocably directed to, notify Loral Skynet Corporation (the “Sale Notice”) of the sale, the location of the New Orbital Slot, and the proposed course of action, if any. The applicable Gxxxx Xxxxxx shall have the right, within ninety (90) days of receipt of the Sale Notice, to advise the Collateral Trustee in writing, whether it elects to continue or terminate any existing Loral Usufructo on some or all of the Loral Transponders at the New Orbital Slot, which election shall be at the applicable Grant Holders’ sole discretion. In no event shall Satmex 5 or Satmex 6, as applicable, be moved to the New Orbital Slot prior to the expiration of such ninety (90) day period.

Distribution of Loral Transponder Sale Proceeds. (a) Upon satisfaction of the First Priority Obligations: (i) If as a result of any enforcement action or exercise of rights and remedies by the Collateral Trustee hereunder, Satmex 5 or Satmex 6 is transferred in a Changing Orbital Foreclosure Sale, then the Collateral Trustee shall, and is hereby irrevocably directed to, segregate from the sale proceeds and hold in escrow (i) the Loral Transponder Sale Proceeds with respect to Satmex 5 on the Satmex 5 Transponder Sale Date and (ii) the Loral Transponder Sale Proceeds with respect to Satmex 6 on the Satmex 6 Transponder Sale Date. On or before the Satmex 5 Loral Transponder Sale Date or the Satmex 6 Loral Transponder Sale Date, as applicable, the Collateral Trustee shall, and is hereby irrevocably directed to, notify Loral Skynet Corporation (the “Sale Notice”) of the sale, the location of the New Orbital Slot, and the proposed course of action, if any. The applicable Gxxxx Xxxxxx shall have the right, within ninety (90) days of receipt of the Sale Notice, to advise the Collateral Trustee in writing, whether it elects to continue or terminate any existing Loral Usufructo on some or all of the Loral Transponders at the New Orbital Slot, which election shall be at the applicable Grant Holders’ sole discretion. In no event shall Satmex 5 or Satmex 6, as applicable, be moved to the New Orbital Slot prior to the expiration of such ninety (90) day period. (ii) If the Grant Holders shall elect within such ninety (90) days to terminate the Loral Usufructo on some or all of the Loral Transponders, the Grant Holders shall be entitled to receive, and the Collateral Trustee herby is irrevocably directed to pay to, the applicable Grant Holders (x) the Loral Transponder Sale Proceeds with respect to Satmex 5 and (y) the Loral Transponder Sale Proceeds with respect to Satmex 6, as applicable; provided, however, that simultaneous with the applicable Grant Holders’ receipt of such Loral Transponder Sale Proceeds, such applicable Gxxxx Xxxxxx shall release and terminate the Lxxxx Xxxxx with respect to the Loral Transponders for which such Gxxxx Xxxxxx has elected to terminate the Loral Usufructo as set forth above, (and shall be obligated only to return such Loral Transponder(s) in their “as is” “where is” condition). (b) If as a result of any enforcement action or exercise of rights and remedies by the Collateral Trustee hereunder, Satmex 5 or Satmex 6 is transferred in a Non-Changing Orbital Foreclosure Sale, then the Collateral Trustee shall, and is hereby irrevocably directed to, use commercially reasonable efforts in such foreclosure process to obtain the agreement of any transferee to assume at no cost the Collateral Trustee or any of the Second Priority Holders the applicable Usufructo Agreement. If such purchaser, in its sole discretion, does not agree to such assumption, the Collateral Trustee shall, and is hereby irrevocably directed to, pay to the applicable Grant Holders (i) the Loral Transponder Sale Proceeds with respect to Satmex 5 on the Satmex 5 Transponder Sale Date and (ii) the Loral Transponder Sale Proceeds with respect to Satmex 6 on the Satmex 6 Transponder Sale Date. (c) Notwithstanding the foregoing, nothing in this Trust Agreement shall affect or otherwise limit the rights, remedies, or powers of the Collateral Trustee provided herein or under applicable law to sell, transfer or exercise any rights and remedies with respect to the Second Priority Collateral or otherwise; provided that the Collateral Trustee shall afford the Grant Holders the same opportunity as any other third-party bidder to bid on and purchase Satmex 5 and/or Satmex 6 in any foreclosure; and provided further that nothing in this sentence shall give the Grant Holders any rights greater than any other third-party bidder. In addition, whether or not the Grant Holders elect to continue the Loral Usufructo in whole or in part at the New Orbital Slot and regardless of the Grant Holders receipt of any Loral Transponder Sale Proceeds under any circumstances as provided in this Section 4.9, nothing herein shall be deemed a waiver of any rights of the Grant Holders, and the Grant Holders shall be entitled, to an unsecured claim against Satmex in an amount equal to the direct damages, losses and liabilities that will be incurred by the Grant Holders under customer contracts then utilizing capacity on the Loral Transponders that arise from or relate to (x) the move of Satmex 5 or Satmex 6, as applicable, from its Orbital Slot or (y) the loss or impairment of any Services (as defined in the Usufructo Agreement) and any other of Grant Holders’ rights under the applicable Usufructo Agreement.

Distribution of Loral Transponder Sale Proceeds. Upon satisfaction of the First Priority Obligations: (a) (i) If as a result of any enforcement action or exercise of rights and remedies by the Collateral Trustee hereunder, Satmex 5 or Satmex 6 is transferred in a Changing Orbital Foreclosure Sale, then the Collateral Trustee shall, and is hereby irrevocably directed to, segregate from the sale proceeds and hold in escrow (i) the Loral Transponder Sale Proceeds with respect to Satmex 5 on the Satmex 5 Transponder Sale Date and (ii) the Loral Transponder Sale Proceeds with respect to Satmex 6 on the Satmex 6 Transponder Sale Date. On or before the Satmex 5 Loral Transponder Sale Date or the Satmex 6 Loral Transponder Sale Date, as applicable, the Collateral Trustee shall, and is hereby irrevocably directed to, notify Loral Skynet Corporation (the “Sale Notice”) of the sale, the location of the New Orbital Slot, and the proposed course of action, if any. The applicable Gxxxx Xxxxxx shall have the right, within ninety (90) days of receipt of the Sale Notice, to advise the Collateral Trustee in writing, whether it elects to continue or terminate any existing Loral Usufructo on some or all of the Loral Transponders at the New Orbital Slot, which election shall be at the applicable Grant Holders’ sole discretion. In no event shall Satmex 5 or Satmex 6, as applicable, be moved to the New Orbital Slot prior to the expiration of such ninety (90) day period.