Common use of Launch Insurance Clause in Contracts

Launch Insurance. Holdings will, or will cause the relevant Satellite Manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance (it being understood that if a Satellite Manufacturer procures Launch Insurance for Covered Satellites in accordance with the terms of this clause (ii), Holdings’ obligations under this clause (ii) with respect to such Covered Satellites shall be satisfied), to be procured prior to the launch of such Covered Satellite, which insurance shall attach not later than at Launch and continue in full force and effect until no sooner than the completion of initial in-orbit testing, provided that Holdings shall have no obligation to obtain or maintain Launch Insurance for any satellite for which there is neither risk of loss to Holdings or its Restricted Subsidiaries nor an obligation by Holdings or its Restricted Subsidiaries to make any payments to the Satellite Manufacturer that exceed $5.0 million in the aggregate prior to risk of loss passing to Holdings or its Restricted Subsidiaries. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement), including for partial loss, constructive total loss and total loss, subject to (x) Acceptable Exclusions and (y) such other exclusions, deductibles or limitations of coverage as are then customary in the satellite insurance market and as are prudent, as reasonably determined by the Issuer; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance; (C) shall name the applicable Satellite Purchaser as the named insured; (D) shall provide that it will not be cancelled or reduced, amended or allowed to lapse without renewal, except after not less than 15 days’ prior notice to the Trustee; provided that if such policy notice provisions are not available on commercially reasonable terms such notice shall be provided to the Trustee by the Issuer not less than 15 days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer and otherwise at such time as the Issuer becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewal; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of Holdings or any of its Restricted Subsidiaries (other than solely by reason of Holdings or any Restricted Subsidiary holding a non-controlling equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings or any of its Restricted Subsidiaries or for which Holdings or any of its Restricted Subsidiaries otherwise retains the risk of loss.

Launch Insurance. Holdings will, or will cause the relevant Satellite Manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance (it being understood that if a Satellite Manufacturer procures Launch Insurance for Covered Satellites in accordance with the terms of this clause (ii), Holdings’ obligations under this clause (ii) with respect to such Covered Satellites shall be satisfied), to be procured prior to the launch of such Covered Satellite, which insurance shall attach not later than at Launch and continue in full force and effect until no sooner than the completion of initial in-orbit testing, provided that Holdings shall have no obligation to obtain or maintain Launch Insurance for any satellite for which there is neither risk of loss to Holdings or its a Restricted Subsidiaries Subsidiary nor an obligation by Holdings or its a Restricted Subsidiaries Subsidiary to make any payments to the Satellite Manufacturer that exceed $5.0 5 million in the aggregate prior to risk of loss passing to Holdings or its such Restricted SubsidiariesSubsidiary. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement), including for partial loss, constructive total loss and total loss, subject to (x) Acceptable Exclusions and (y) such other exclusions, deductibles or limitations of coverage as are then customary in the satellite insurance market and as are prudent, as reasonably determined by the IssuerCompany; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance; (C) shall name the applicable Satellite Purchaser as the named insured; (D) shall provide that it will not be cancelled or reduced, amended or allowed to lapse without renewal, except after not less than 15 days’ prior notice to the TrusteeAdministrative Agent; provided that if such policy notice provisions are not available on commercially reasonable terms such notice shall be provided to the Trustee Administrative Agent by the Issuer Canadian Borrower not less than 15 days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer Canadian Borrower and otherwise at such time as the Issuer Canadian Borrower becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewal; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of either Holdings or any of its Restricted Subsidiaries (other than solely by reason of Holdings or any Restricted Subsidiary holding a non-controlling Controlling equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings or any of its Restricted Subsidiaries or for which Holdings or any of its Restricted Subsidiaries otherwise retains the risk of loss.

Launch Insurance. Holdings will, or will cause the relevant Satellite Manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance (it being understood that if a Satellite Manufacturer procures Launch Insurance for Covered Satellites in accordance with the terms of this clause (ii), Holdings’ obligations under this clause (ii) with respect to such Covered Satellites shall be satisfied), to be procured prior to the launch of such Covered Satellite, which insurance shall attach not later than at Launch and continue in full force and effect until no sooner than the completion of initial in-orbit testing, provided that Holdings shall have no obligation to obtain or maintain Launch Insurance for any satellite for which there is neither risk of loss to Holdings or its a Restricted Subsidiaries Subsidiary nor an obligation by Holdings or its a Restricted Subsidiaries Subsidiary to make any payments to the Satellite Manufacturer that exceed $5.0 5 million in the aggregate prior to risk of loss passing to Holdings or its Restricted SubsidiariesSubsidiary. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement), including for partial loss, constructive total loss and total loss, subject to (x) Acceptable Exclusions and (y) such other exclusions, deductibles or limitations of coverage as are then customary in the satellite insurance market and as are prudent, as reasonably determined by the IssuerCompany; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance; (C) shall name the applicable Satellite Purchaser as the named insuredinsured and the Collateral Agent as additional insured and loss payee as its interests may appear (except that, in the case of Covered Satellites that are financed with Indebtedness permitted by Section 6.01, such Launch Insurance shall name the respective holder of such Indebtedness, together with the Collateral Agent, as loss payees as their interests may appear), provided that (x) in the case of any such endorsement as additional insured to be delivered by the Closing Date, the Collateral Agent may consent to such endorsement being delivered at such later date as it deems appropriate in the circumstances (y) in the case of any Covered Satellite that is not owned by a Borrower or any Guarantor or that is subject to a Lien permitted by Section 6.02(c), (f), (e)(to the extent permitted by Section 6.02(c), (f) and (g)) or (g) and the terms of the Indebtedness secured by such Lien prohibit the assignment of, or granting of a security interest in such Covered Satellite, the Administrative Agent shall not be named as a loss payee with respect to such Covered Satellite; (D) shall provide that it will not be cancelled or reduced, amended or allowed to lapse without renewal, except after not less than 15 days’ prior notice to the TrusteeCollateral Agent; provided that if such policy notice provisions are not available on commercially reasonable terms such notice shall be provided to the Trustee Collateral Agent by the Issuer Canadian Borrower not less than 15 days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer Canadian Borrower and otherwise at such time as the Issuer Canadian Borrower becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewal; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of either Holdings or any of its Restricted Subsidiaries (other than solely by reason of Holdings or any Restricted Subsidiary holding a non-controlling Controlling equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings or any of its Restricted Subsidiaries or for which Holdings or any of its Restricted Subsidiaries otherwise retains the risk of loss.

Launch Insurance. Holdings The Borrower will, or will cause the relevant Satellite Manufacturer manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance space risk insurance against loss of or damage to the Satellite (it being understood that if a the applicable Satellite Manufacturer manufacturer procures Launch Insurance such space risk insurance for Covered the applicable Satellites in accordance with the terms of this clause Subsection (iib)(ii), Holdings’ the Borrower's obligations under this clause (ii) with respect to such Covered Satellites Satellite shall be satisfied), such space risk insurance (hereinafter in this Section 9.3 "Launch Insurance") to be procured prior to the then-scheduled launch of such Covered Satellite, which insurance risk shall attach not later than at Launch launch ("attachment of risk") and continue in full force and effect until no sooner than the completion of initial in-orbit testingsuccessful separation of the insured Satellite from its launch vehicle, provided that Holdings or launch dispenser, if applicable. Without limitation of the foregoing, should the Borrower elect to insure a Satellite to a point in time beyond successful separation from the launch vehicle (or launch dispenser, if applicable), the Borrower may determine to insure only the successful performance of the Satellite's bus systems. The Borrower shall have no obligation not be obligated to obtain obtain, maintain or maintain keep in force space risk insurance on any Satellite after termination of risk of the relevant Launch Insurance policy. The foregoing notwithstanding, if the board of directors determines in good faith as evidenced by a board resolution delivered to the Administrative Agent not to procure Launch Insurance for any satellite for which there is neither risk a specified Satellite and the Required Lenders approve in writing of loss such election, the provisions of this Section 9.3(b)(ii) shall not apply to Holdings or its Restricted Subsidiaries nor an obligation by Holdings or its Restricted Subsidiaries to make any payments to the Satellite Manufacturer that exceed $5.0 million in the aggregate prior to risk of loss passing to Holdings or its Restricted Subsidiariessuch Satellite. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider launch services provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement launch services agreement or by the relevant Satellite Manufacturer manufacturer in accordance with the terms of the applicable Satellite Purchase Agreementpurchase agreement), including for partial lossoccurring prior to successful separation from the launch vehicle (or launch dispenser, constructive total loss and total lossif applicable), subject to (x) Acceptable Exclusions insurers' liability in the event of a claim shall be determined by the Launch Insurance policy's definitions for "partial loss," "constructive total loss" and "total loss," such definitions to be applicable to and appropriate for the scope of the Launch insurance purchased by the Borrower, (y) such other exclusions, deductibles exclusions or limitations of coverage applicable to all Satellites of the same model or relating to systemic anomalies as are then customary in the satellite Satellite insurance market and as are prudentreasonably acceptable to the Administrative Agent, and (z) such specific exclusions applicable to the performance of such Satellite as are reasonably determined accepted by the Issuerboard of directors in order to obtain Launch Insurance for such Satellite for a price that is, and on other terms and conditions that are, commercially reasonable; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider launch services provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement launch services agreement or by the relevant Satellite Manufacturer manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance, and subject to any then customary deductible but in no event in an amount exceeding 15% of such Satellite, unless otherwise agreed by the Administrative Agent; (C) shall name the applicable Credit Party purchasing the Satellite Purchaser as the named insured;insured and the Administrative Agent as additional insured and loss payee as its interests may appear; provided, however, that claims if any shall be adjusted with the named insured and paid to the loss payee; and (D) shall provide that it will not be cancelled canceled or reduced, amended or allowed to lapse without renewal, except after not less than 15 thirty (30) days’ ' prior notice to the Trustee; provided that if such policy notice provisions are not available on commercially reasonable terms such notice shall be provided to the Trustee by the Issuer Administrative Agent or not less than 15 fifteen (15) days' prior notice to the Administrative Agent if thirty (30) days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer and otherwise at such time as the Issuer becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewal; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of Holdings or any of its Restricted Subsidiaries (other than solely by reason of Holdings or any Restricted Subsidiary holding then commercially available at a non-controlling equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings or any of its Restricted Subsidiaries or for which Holdings or any of its Restricted Subsidiaries otherwise retains the risk of lossreasonable cost.

Launch Insurance. Holdings The Borrower will, or will cause the relevant Satellite Manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance (it being understood that if a Satellite Manufacturer procures Launch Insurance for Covered Satellites in accordance with the terms of this clause (ii), Holdings’ the Borrower’s obligations under this clause (ii) with respect to such Covered Satellites shall be satisfied), to be procured prior to the then-scheduled launch of such Covered Satellite, which insurance shall attach not later than at Launch and continue in full force and effect until no sooner than the completion of initial in-orbit testing, provided that Holdings shall have no obligation if the board of directors determines in good faith as evidenced by a board resolution delivered to obtain or maintain the Administrative Agent not to procure Launch Insurance for any satellite for which there is neither risk a specified Covered Satellite and the Required Lenders approve in writing of loss such election, the provisions of this Section 9.3(b)(ii) shall not apply to Holdings or its Restricted Subsidiaries nor an obligation by Holdings or its Restricted Subsidiaries to make any payments to the Satellite Manufacturer that exceed $5.0 million in the aggregate prior to risk of loss passing to Holdings or its Restricted Subsidiariessuch Covered Satellite. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement), including for partial loss, constructive total loss and total loss, subject to (x) Acceptable Exclusions and Exclusions, (y) such other exclusions, deductibles exclusions or limitations of coverage applicable to all satellites of the same model or relating to systemic anomalies as are then customary in the satellite insurance market and as are prudentreasonably acceptable to the Administrative Agent, and (z) such specific exclusions applicable to the performance of such Covered Satellite as are reasonably determined accepted by the Issuerboard of directors in order to obtain Launch Insurance for such Covered Satellite for a price that is, and on other terms and conditions that are, commercially reasonable; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance, and subject to any then customary deductible but in no event in an amount exceeding 15% of operational capacity of such Covered Satellite, unless otherwise agreed by the Administrative Agent; (C) shall name the applicable Satellite Purchaser as the named insuredinsured and the Collateral Trustee as additional insured and loss payee as its interests may appear (except that, in the case of Covered Satellites that are financed with Indebtedness permitted by Section 10.1, such Launch Insurance shall name the respective holder of such Indebtedness, together with the Collateral Trustee, as loss payees as their interests may appear), provided that (x) in the case of any such endorsement as additional insured to be delivered by the Closing Date, the Administrative Agent may consent to such endorsement being delivered at such later date as it deems appropriate in the circumstances (y) in the case of any Covered Satellite that is not owned by the Borrower or any Guarantor or that is subject to a Lien permitted by Section 10.2(c), (f) or (g) and the terms of the Indebtedness secured by such Lien prohibit the assignment of, or granting of a security interest in such Covered Satellite, the Collateral Trustee shall not be named as a loss payee with respect to such Covered Satellite; (D) shall provide that it will not be cancelled canceled or reduced, amended or allowed to lapse without renewal, except after not less than 30 days’ prior notice to the Administrative Agent or not less than 15 days’ prior notice to the Trustee; provided that Administrative Agent if such policy notice provisions are 30 days is not then commercially available on commercially at a reasonable terms such notice shall be provided to the Trustee by the Issuer not less than 15 days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer and otherwise at such time as the Issuer becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewalcost; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings the Borrower or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of Holdings either the Borrower or any of its Restricted Subsidiaries (other than solely by reason of Holdings the Borrower or any Restricted Subsidiary holding a non-controlling an equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings the Borrower or any of its Restricted Subsidiaries or for which Holdings the Borrower or any of its Restricted Subsidiaries otherwise retains the risk of loss.

Launch Insurance. Holdings The Borrower will, or will cause the relevant Satellite Manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance (it being understood that if a Satellite Manufacturer procures Launch Insurance for Covered Satellites in accordance with the terms of this clause (ii), Holdings’ the Borrower's obligations under this clause (ii) with respect to such Covered Satellites shall be satisfied), to be procured prior to not later than 60 days before the then-scheduled launch of such Covered SatelliteSatellite (or 30 days in the case of the Satellite commonly referred to as "Galaxy IIIC"), which insurance shall attach not later than at Launch and continue in full force and effect until no sooner than the completion of initial in-orbit testing, provided that Holdings shall have no obligation if the Board of Directors determines in good faith as evidenced by a Board Resolution delivered to obtain or maintain the Administrative Agent not to procure Launch Insurance for any satellite for which there is neither risk a specified Covered Satellite and the Required Lenders approve in writing of loss such election, the provisions of this Section 5.06(b)(ii) shall not apply to Holdings or its Restricted Subsidiaries nor an obligation by Holdings or its Restricted Subsidiaries to make any payments to the Satellite Manufacturer that exceed $5.0 million in the aggregate prior to risk of loss passing to Holdings or its Restricted Subsidiariessuch Covered Satellite. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement), including for partial loss, constructive total loss and total loss, subject to (x) Acceptable Exclusions and Exclusions, (y) such other exclusions, deductibles exclusions or limitations of coverage applicable to all satellites of the same model or relating to systemic anomalies as are then customary in the satellite insurance market and as are prudentreasonably acceptable to the Administrative Agent, and (z) such specific exclusions applicable to the performance of such Covered Satellite as are reasonably determined accepted by the IssuerBoard of Directors in order to obtain Launch Insurance for such Covered Satellite for a price that is, and on other terms and conditions that are, commercially reasonable; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance, and subject to any then customary deductible but in no event in an amount exceeding 15% of operational capacity of such Covered Satellite, unless otherwise agreed by the Administrative Agent; (C) shall name the applicable Satellite Purchaser as the named insuredinsured and the Collateral Trustee as additional insured and loss payee as its interests may appear (except that, in the case of Covered Satellites that are financed with Indebtedness permitted by Section 6.01(i), such Launch Insurance shall name the respective holder of such Indebtedness, together with the Collateral Trustee, as loss payees as their interests may appear), provided that in the case of any such Credit Agreement endorsement as additional insured to be delivered by the Effective Date, the Administrative Agent may consent to such endorsement being delivered at such later date as it deems appropriate in the circumstances; (D) shall provide that it will not be cancelled canceled or reduced, amended or allowed to lapse without renewal, except after not less than 15 30 days’ ' prior notice to the Trustee; provided that if such policy notice provisions are not available on commercially reasonable terms such notice shall be provided to the Trustee by the Issuer Administrative Agent or not less than 15 days' prior notice to the Administrative Agent if 30 days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer and otherwise not then commercially available at such time as the Issuer becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewala reasonable cost; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings the Borrower or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of Holdings either the Borrower or any of its Restricted Subsidiaries (other than solely by reason of Holdings the Borrower or any Restricted Subsidiary holding a non-controlling an equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings the Borrower or any of its Restricted Subsidiaries or for which Holdings the Borrower or any of its Restricted Subsidiaries otherwise retains the risk of loss.

Launch Insurance. Holdings The Borrower will, or will cause the relevant Satellite Manufacturer to, obtain, maintain and keep in full force and effect with respect to each Covered Satellite that is to be launched, Launch Insurance (it being understood that if a Satellite Manufacturer procures Launch Insurance for Covered Satellites in accordance with the terms of this clause (ii), Holdings’ the Borrower’s obligations under this clause (ii) with respect to such Covered Satellites shall be satisfied), to be procured prior to the then-scheduled launch of such Covered Satellite, which insurance shall attach not later than at Launch and continue in full force and effect until no sooner than the completion of initial in-orbit testing, provided that Holdings shall have no obligation if the board of directors determines in good faith as evidenced by a board resolution delivered to obtain or maintain the Administrative Agent not to procure Launch Insurance for any satellite for which there is neither risk a specified Covered Satellite and the Required Lenders approve in writing of loss such election, the provisions of this Section 9.3(b)(ii) shall not apply to Holdings or its Restricted Subsidiaries nor an obligation by Holdings or its Restricted Subsidiaries to make any payments to the Satellite Manufacturer that exceed $5.0 million in the aggregate prior to risk of loss passing to Holdings or its Restricted Subsidiariessuch Covered Satellite. The Launch Insurance for each Covered Satellite: (A) shall provide coverage for all of the risks of loss of and damage to such Covered Satellite (other than any risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement), including for partial loss, constructive total loss and total loss, subject to (x) Acceptable Exclusions and Exclusions, (y) such other exclusions, deductibles exclusions or limitations of coverage applicable to all satellites of the same model or relating to systemic anomalies as are then customary in the satellite insurance market and as are prudentreasonably acceptable to the Administrative Agent, and (z) such specific exclusions applicable to the performance of such Covered Satellite as are reasonably determined accepted by the Issuerboard of directors in order to obtain Launch Insurance for such Covered Satellite for a price that is, and on other terms and conditions that are, commercially reasonable; (B) shall be in an amount not less than the aggregate of the purchase price of such Covered Satellite, the purchase price of launch services therefor (other than for risks borne by the relevant Launch Services Provider pursuant to any launch risk guarantee in accordance with the terms of the applicable Launch Services Agreement or by the relevant Satellite Manufacturer in accordance with the terms of the applicable Satellite Purchase Agreement) and the premium payable for such insurance, and subject to any then customary deductible but in no event in an amount exceeding 15% of operational capacity of such Covered Satellite, unless otherwise agreed by the Administrative Agent; (C) shall name the applicable Satellite Purchaser as the named insured and the Collateral Trustee as additional insured, provided that (x) in the case of any such endorsement as additional insured to be delivered by the Closing Date, the Administrative Agent may consent to such endorsement being delivered at such later date as it deems appropriate in the circumstances (y) in the case of any Covered Satellite that is not owned by the Borrower or any Guarantor or that is subject to a Lien permitted by Section 10.2(c), (f) or (g) and the terms of the Indebtedness secured by such Lien prohibit the assignment of, or granting of a security interest in such Covered Satellite, the Collateral Trustee shall not be named as an additional insured with respect to such Covered Satellite; (D) shall provide that it will not be cancelled canceled or reduced, amended or allowed to lapse without renewal, except after not less than 30 days’ prior notice to the Administrative Agent or not less than 15 days’ prior notice to the Trustee; provided that Administrative Agent if such policy notice provisions are 30 days is not then commercially available on commercially at a reasonable terms such notice shall be provided to the Trustee by the Issuer not less than 15 days in advance, if such cancellation, reduction, amendment or lapse without renewal is initiated by the Issuer and otherwise at such time as the Issuer becomes aware of, or receives notice of any cancellation, reduction, amendment, or lapse without renewalcost; and (E) shall, in the case of a Satellite a portion of which is owned by Holdings the Borrower or any of its Restricted Subsidiaries and the balance of which is owned by any Person that is not an Affiliate of Holdings either the Borrower or any of its Restricted Subsidiaries (other than solely by reason of Holdings the Borrower or any Restricted Subsidiary holding a non-controlling an equity interest in such Person), only be required with respect to that portion of such Satellite that is owned by Holdings the Borrower or any of its Restricted Subsidiaries or for which Holdings the Borrower or any of its Restricted Subsidiaries otherwise retains the risk of loss.