Common use of Interference and Preemption Notices Clause in Contracts

Interference and Preemption Notices. In accordance with the terms and conditions of the Agreement, Customer shall maintain, at each Customer transmit facility, and shall provide Intelsat with a telephone number that is continuously staffed, at all time during which Customer is transmitting or receiving signals to or from the Satellite, and an automatic facsimile that shall be maintained in operation and capable of receiving messages from Intelsat, at all times. Said telephone and facsimile shall be maintained for the purpose of receiving notices from Intelsat regarding interference or other problems arising out of the provision of Customer’s Transponder Capacity on, or any use of the Transponder upon which Customer’s Transponder Capacity is loaded, including, without limitation, any decision by Intelsat to preempt or interrupt provision of Customer’s Transponder Capacity to Customer pursuant to the Agreement. It is mandatory that the person who receives such messages has the technical capability and absolute authority to immediately terminate or modify the transmission if notified by Intelsat pursuant to the foregoing. All such notices shall be effective upon the placement of the telephone call or transmission of a facsimile message by Intelsat to Customer. If, for any reason, Customer’s telephone is not answered and its telecopier is incapable of receiving transmission, Intelsat’s notice shall be deemed to have occurred at the time it attempts to place a telephone call or transmit a facsimile message to Customer. Intelsat shall promptly confirm telephone notices in writing. End of Appendix C APPENDIX D SAMPLE SUBORDINATION PROVISION Subordination. Customer hereby acknowledges that this Agreement and all rights granted to Customer hereunder are subject and subordinate to a security interest and lien (as the same may be assigned, the “Security Interest”) in favor of [Secured Party] (the “Secured Party”) in and to this Agreement, the Customer’s Transponder Capacity and other rights under this Agreement and/or the Satellite (and/or the proceeds from the sale or other disposition of all or any portion thereof, or any insurance that may be received by Intelsat as a result of any loss or destruction of, or damage to, the Customer’s Transponder Capacity (or other rights) and/or the Satellite and to all renewals, modifications, consolidations, replacements and extensions of any security agreement, mortgage or other document reflecting any such Security Interest, including that certain [Security Agreement] by and between Intelsat and Secured Party; provided, that any such Secured Party agrees that Customer shall continue to have the benefits of this Agreement notwithstanding any default on the part of Intelsat under the agreement providing for such Security Interest (the “Security Agreement”), so long as:

Interference and Preemption Notices. In accordance with the terms and conditions of the Agreement, Customer shall maintain, at each Customer transmit facility, and shall provide Intelsat PanAmSat with a telephone number that is continuously staffed, at all time during which Customer is transmitting or receiving signals to or from the Satellite, and an automatic facsimile that shall be maintained in operation and capable of receiving messages from IntelsatPanAmSat, at all times. Said telephone and facsimile shall be maintained for the purpose of receiving notices from Intelsat PanAmSat regarding interference or other problems arising out of the provision of Customer’s 's Transponder Capacity on, or any use of the Transponder upon which Customer’s 's Transponder Capacity is loaded, including, without limitation, any decision by Intelsat PanAmSat to preempt or interrupt provision of Customer’s 's Transponder Capacity to Customer pursuant to the Agreement. It is mandatory that the person who receives such messages has the technical capability and absolute authority to immediately terminate or modify the transmission if notified by Intelsat pursuant to the foregoingIT IS MANDATORY THAT THE PERSON WHO RECEIVES SUCH MESSAGES HAS THE TECHNICAL CAPABILITY AND ABSOLUTE AUTHORITY TO IMMEDIATELY TERMINATE OR MODIFY THE TRANSMISSION IF NOTIFIED BY PANAMSAT PURSUANT TO THE FOREGOING. All such notices shall be effective upon the placement of the telephone call or transmission of a facsimile message by Intelsat PanAmSat to Customer. If, for any reason, Customer’s 's telephone is not answered and its telecopier is incapable of receiving transmission, Intelsat’s PanAmSat's notice shall be deemed to have occurred at the time it attempts to place a telephone call or transmit a facsimile message to Customer. Intelsat PanAmSat shall promptly confirm telephone notices in writing. End of Appendix END OF APPENDIX C APPENDIX D SAMPLE SUBORDINATION PROVISION SubordinationAGREEMENT FOR TRANSITION PERIOD As of the Transition Period Start Date (November 1, 2004), PanAmSat shall provide, and Customer shall lease from PanAmSat, Reserve Transponder No. Customer hereby acknowledges that this Agreement and all rights granted to Customer hereunder are subject and subordinate to a security interest and lien (as the same may be assigned, the “Security Interest”) in favor of [Secured Party] 12 on Galaxy IR (the “Secured Party”) in and to this Agreement, the Customer’s Transponder Capacity and other rights under this Agreement and/or the Satellite (and/or the proceeds from the sale or other disposition of all or any portion thereof, or any insurance that may be received by Intelsat as a result of any loss or destruction of, or damage to, the Customer’s Transponder Capacity (or other rights) and/or the Satellite and to all renewals, modifications, consolidations, replacements and extensions of any security agreement, mortgage or other document reflecting any such Security Interest, including that certain [Security Agreement] by and between Intelsat and Secured Party; provided, that any such Secured Party agrees that Customer shall continue to have the benefits of this Agreement notwithstanding any default on the part of Intelsat under the agreement providing for such Security Interest (the “Security Agreement”"Transition Period Transponder"), so long as:.

Interference and Preemption Notices. In accordance with the terms and conditions of the Agreement, Customer shall maintain, at each Customer transmit facility, and shall provide Intelsat PanAmSat with a telephone number that is continuously staffed, at all time times during which Customer customer is transmitting or receiving signals to or from the Satellite, and an automatic facsimile telecopy number that shall be maintained in operation and capable of receiving messages from IntelsatPanAmSat, at all times. Said telephone and facsimile telecopy shall be maintained for the purpose of receiving notices from Intelsat PanAmSat regarding interference or other problems arising out of the provision of Customer’s Transponder Capacity Service on, or customer's or any Assignee's use of the Transponder upon which Customer’s Transponder Capacity is loadedService Transponder, including, without limitation, any decision by Intelsat PanAmSat to preempt or interrupt provision of Customer’s Transponder Capacity Service to Customer pursuant to the Agreement. It is mandatory that the person who receives such messages has the technical capability and absolute authority to immediately terminate or modify the transmission if notified by Intelsat PanAmSat pursuant to the foregoing. All such notices shall be effective upon the placement of the telephone call or transmission of a facsimile telecopier message by Intelsat PanAmSat to Customer. If, for any reason, Customer’s 's telephone is not answered and its telecopier is incapable of receiving transmission, Intelsat’s PanAmSat's notice shall be deemed to have occurred at the time it attempts to place a telephone call or transmit a facsimile telecopier message to Customer. Intelsat PanAmSat shall promptly confirm telephone notices in writing. End of Appendix C APPENDIX D SAMPLE SUBORDINATION PROVISION TO HUGHXX XXXCRAFT COMPANY Subordination. Customer hereby acknowledges that this Agreement and all rights granted to Customer hereunder are subject and subordinate to a security interest and lien (in favor of Hughxx Xxxcraft Company, as the same may be assigned, the “Security Interest”) in favor of [Secured Party] assigned (the “Secured Party”"Interest") in and to this Agreement, the Customer’s Transponder Capacity and other rights under this Agreement and/or the Satellite 8C (and/or the proceeds from the sale or other disposition of all or any portion thereof, or any insurance that may be received by Intelsat PanAmSat International Systems, Inc. as a result of any loss or destruction of, or damage to, the Customer’s Transponder Capacity (or other rightsidentified above) and/or the Satellite and to all renewals, modifications, consolidations, replacements and extensions of any security agreement, mortgage or other document reflecting any such Security Interest, including Interest arising under that certain [Satellite Purchase Contract Security Agreement (the "Hughxx Xxxurity Agreement] ") by and between Intelsat PanAmSat International Systems, Inc. and Secured PartyHughxx Xxxcraft Company; provided, that that, the holder of such Interest agrees that, so long as (i) Customer is not in default under the terms and conditions of this Agreement, as to which any such Secured Party agrees that applicable cure period stated in this Agreement has expired, (ii) Customer shall not pay any of its obligations under this Agreement (other than a deposit of no more than two (2) months) more than thirty (30) days prior their scheduled payment date under this Agreement, (iii) after receipt of notice from the holder of the Interest of a default by PanAmSat International Systems, Inc. under the agreement providing for the Interest, this Agreement shall not be supplemented, amended or extended (except by its terms with respect to specified extension periods) or otherwise modified in any manner, (iv) after receipt of notice from a holder of the Interest, and (v) this Appendix E is not amended; Customer shall continue to have the benefits of this Agreement notwithstanding any default on the part of Intelsat PanAmSat International Systems, Inc. under the agreement providing for such Security Interest. This clause shall be self-operative and no further document reflecting such Interest (to make this subordination effective. In confirmation of such acknowledged subordination, Customer shall execute promptly any instrument or certificate which PanAmSat International Systems, Inc. or the “Security Agreement”), so long as:holder of such an Interest may reasonably request.

Interference and Preemption Notices. In accordance with the terms and conditions of the Agreement, Customer shall maintain, at each Customer transmit facility, and shall provide Intelsat PanAmSat with a telephone number that is continuously staffed, at all time times during which Customer customer is transmitting or receiving signals to or from the Satellite, and an automatic facsimile telecopy number that shall be maintained in operation and capable of receiving messages from IntelsatPanAmSat, at all times. Said telephone and facsimile telecopy shall be maintained for the purpose of receiving notices from Intelsat PanAmSat regarding interference or other problems arising out of the provision of Customer’s Transponder Capacity Service on, or Customer's or any Assignee's use of the Transponder upon which Customer’s Transponder Capacity is loadedService Transponder, including, without limitation, any decision by Intelsat PanAmSat to preempt or interrupt provision of Customer’s Transponder Capacity Service to Customer pursuant to the Agreement. It is mandatory that the person who receives such messages has the technical capability and absolute authority to immediately terminate or modify the transmission if notified by Intelsat pursuant to the foregoingIT IS MANDATORY THAT THE PERSON WHO RECEIVES SUCH MESSAGES HAS THE TECHNICAL CAPABILITY AND ABSOLUTE AUTHORITY TO IMMEDIATELY TERMINATE OR MODIFY THE TRANSMISSION IF NOTIFIED BY PANAMSAT PURSUANT TO THE FOREGOING. All such notices shall be effective upon the placement of the telephone call or transmission of a facsimile telecopier message by Intelsat PanAmSat to Customer. If, for any reason, Customer’s 's telephone is not answered and its telecopier is incapable of receiving transmission, Intelsat’s PanAmSat's notice shall be deemed to have occurred at the time it attempts to place a telephone call or transmit a facsimile telecopier message to Customer. Intelsat PanAmSat shall promptly confirm telephone notices in writing. End of Appendix END OF APPENDIX C APPENDIX D SAMPLE SUBORDINATION PROVISION SubordinationGUARANTEE This Guarantee by Impsat Corporation (the "Guarantor"), a Delaware corporation, is for the benefit of the PanAmSat International Systems, Inc., ("PanAmSat"), a Delaware corporation. Customer In consideration of International Satellite Communication Holding Limited ("ISCH") entering into the Full-Time Transponder Lease Agreement with PanAmSat, dated April 20, 1998, (the "Agreement") and in order to induce PanAmSat to enter into the Agreement, Guarantor hereby acknowledges that irrevocably and unconditionally guarantees the prompt payment when due to PanAmSat of all amounts and obligations payable by ISCH under the Agreement. This Guarantee is a guarantee of payment and not of collection and Guarantor hereby waives notice of acceptance of this Agreement Guarantee and any and all rights granted legal requirements that PanAmSat shall institute a legal action against ISCH with respect to Customer hereunder are subject and subordinate the Agreement as a condition precedent to a security interest and lien (as the same may be assignedbringing any action against Guarantor. No invalidity, the “Security Interest”) in favor of [Secured Party] (the “Secured Party”) in and to this Agreement, the Customer’s Transponder Capacity and other rights under this Agreement and/or the Satellite (and/or the proceeds from the sale irregularity or other disposition unenforceability of all or part of the Agreement and no waiver, modification, extension, forbearance or delay on the part of PanAmSat with respect to the enforcement of the Agreement shall operate to release or be deemed a legal or equitable defense to the obligations of the Guarantor under this Guarantee. Regardless of whether PanAmSat is prevented from enforcing any portion thereof, or any insurance that may be received by Intelsat of the obligations as a result of bankruptcy or similar proceedings against ISCH, PanAmSat shall be entitled to receive the sums which would have been otherwise due. This Guarantee may not be modified or amended except by an agreement in writing signed by PanAmSat and Guarantor, shall be construed in accordance with the laws of Connecticut and shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legatees, personal representatives, successors and assigns. Any action or proceeding in connection with this Guarantee may be brought by PanAmSat in any loss federal or destruction ofstate court with appropriate jurisdiction over the subject matter established or sitting in the State of Connecticut. Guarantor consents to the jurisdiction of any court and shall not raise in connection with any proceeding in any such court, or damage toand hereby waives, any defenses based upon the venue, the Customer’s Transponder Capacity inconvenience of the forum, the lack of personal jurisdiction, the sufficiency of service of process (as long as notice of such action or other rightssuit is furnished in accordance with the provisions of this Guarantee) and/or or the Satellite and to all renewals, modifications, consolidations, replacements and extensions of any security agreement, mortgage or other document reflecting like in any such Security Interestaction or suit brought in the State of Connecticut. Nothing herein shall be deemed to prevent Guarantor from exercising any right to remove any action from a state court to a federal court in the State of Connecticut. Any notice, including that certain [Security Agreement] demand or request to Guarantor hereunder shall be in writing and shall be deemed to have been duly given or made if mailed by and between Intelsat and Secured Party; providedregistered or certified mail, that any such Secured Party return receipt requested, to Impsat Corporation, c/o Impsat USA, One Xxxxxxxxx Xxxxx, Xx. Xxxxxxxxxx, XX 00000, Xxtn: ________________. Guarantor hereby agrees that Customer shall continue process may be served against it in any suit, action or proceeding referred to have above by sending the benefits of this Agreement notwithstanding any default on same by first class mail, return receipt requested or by overnight courier service, to the part of Intelsat under address listed in the agreement providing for such Security Interest (the “Security Agreement”), so long as:immediately preceding sentence.