Common use of QUARTERLY INCENTIVE PAYMENT AMOUNTS Clause in Contracts

QUARTERLY INCENTIVE PAYMENT AMOUNTS. (1) For each Satellite during its Orbital Design Life, a daily pro rata portion of the Quarterly Incentive Payment Amount shall be earned by Contractor on a daily basis during each calendar quarter for each day that such Satellite is a Satisfactorily Operating Satellite, provided that assessment and calculation of performance shall be performed at the end of each calendar month, and such earned portion of the Quarterly Incentive Payment Amount shall be invoiced on a quarterly-in-arrears basis, for, and as of the last day of, each calendar quarter. Contractor shall begin to earn Quarterly Incentive Payment Amounts upon Handover of the Satellite to Customer. (2) For purposes of this paragraph (b), to the extent during any quarterly period a Satellite is not a Satisfactorily Operating Satellite due to Customer's failure to operate a Satellite as a Properly Operated Satellite, Contractor's entitlement to payment of the Quarterly Incentive Paymen t Amount shall not be affected. Any amounts earned by Contractor under ****** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. this paragraph (b) shall be paid by Customer to Contractor in accordance with Article 12.6 (Payment and Interest). (3) Notwithstanding the foregoing, [*****] will result in a negotiation as to whether Contractor shall earn the entire daily pro rata portion of the Quarterly Incentive Payment Amount or a portion thereof. In the event [*****], Contractor shall earn the daily pro rata portion of the Q uarterly Incentive Payment Amount calculated in accordance with paragraph (b)(1) of Article 12.3 (Calculation and Earning of Incentive Amounts) above. [*****], will result in a negotiated reduction of Incentive Amounts or such other equitable adjustment as may be agreed to by the Parties. In arriving at an equitable adjustment, factors to be considered include [*****]. For example, (A) [*****], Contractor shall earn no portion of the daily pro rata portion of the Quarterly Incentive Payment for such day; (B) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount for that day; (C) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount that may be earned [*****]; and (D) [*****], the Parties shall negotiate in good faith a permanent adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount. (4) In the event Customer continues to operate a Satellite for commercial purposes beyond the Orbital Design Life of such Satellite, Contractor shall be entitled to earn, for each quarter beyond such Orbital Design Life, a Quarterly Incentive Payment Amount in accordance with this paragraph (4); provided, however, in no event shall Contractor be entitled to any Quarterly Incentive Payment Amount if the cumulative Incentive Amounts, excluding interest, earned by Contractor exceed the Total Amount at Risk. Contractor shall not be entitled to interest on any Incentive Amounts earned pursuant to this paragraph (4).

QUARTERLY INCENTIVE PAYMENT AMOUNTS. (1) For each Satellite during its Orbital Design Life, a daily pro rata portion of the Quarterly Incentive Payment Amount shall be earned by Contractor on a daily basis during each calendar quarter for each day that such Satellite is a Satisfactorily Operating Satellite, provided that assessment and calculation of performance shall be performed at the end of each calendar month, and such earned portion of the Quarterly Incentive Payment Amount shall be invoiced on a quarterly-in-arrears basis, for, and as of the last day of, each calendar quarter. Contractor shall begin to earn Quarterly Incentive Payment Amounts upon Handover of the Satellite to Customer. (2) For purposes of this paragraph (b), to the extent during any quarterly period a Satellite is not a Satisfactorily Operating Satellite due to Customer's failure to operate a Satellite as a Properly Operated Satellite, Contractor's entitlement to payment of the Quarterly Incentive Paymen t Payment Amount shall not be affected. Any amounts earned by Contractor under ****** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. this paragraph (b) shall be paid by Customer to Contractor in accordance with Article 12.6 (Payment and Interest). (3) Notwithstanding the foregoing, [*****] will result in a negotiation as to whether Contractor shall earn the entire daily pro rata portion of the Quarterly Incentive Payment Amount or a portion thereof. In the event [*****], Contractor shall earn the daily pro rata portion of the Q uarterly Quarterly Incentive Payment Amount calculated in accordance with paragraph (b)(1) of Article 12.3 (Calculation and Earning of Incentive Amounts) above. [*****], will result in a negotiated reduction of Incentive Amounts or such other equitable adjustment as may be agreed to by the Parties. In arriving at an equitable adjustment, factors to be considered include [*****]. For example, (A) [*****], Contractor shall earn no portion of the daily pro rata portion of the Quarterly Incentive Payment for such day; (B) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount for that day; (C) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount that may be earned [*****]; and (D) [*****], the Parties shall negotiate in good faith a permanent adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount. (4) In the event Customer continues to operate a Satellite for commercial purposes beyond the Orbital Design Life of such Satellite, Contractor shall be entitled to earn, for each quarter beyond such Orbital Design Life, a Quarterly Incentive Payment Amount in accordance with this paragraph (4); provided, however, in no event shall Contractor be entitled to any Quarterly Incentive Payment Amount if the cumulative Incentive Amounts, excluding interest, earned by Contractor exceed the Total Amount at Risk. Contractor shall not be entitled to interest on any Incentive Amounts earned pursuant to this paragraph (4).

QUARTERLY INCENTIVE PAYMENT AMOUNTS. (1) For each Satellite during its Orbital Design Life, a daily pro rata portion of the Quarterly Incentive Payment Amount shall be earned by Contractor on a daily basis during each calendar quarter for each day that such Satellite is a Satisfactorily Operating Satellite, provided that assessment and calculation of performance shall be performed at the end of each calendar month, and such earned portion of the Quarterly Incentive Payment Amount shall be invoiced on a quarterly-in-arrears basis, for, and as of the last day of, each calendar quarter. Contractor shall begin to earn Quarterly Incentive Payment Amounts upon Initial Handover of the Satellite to Customer. (2) For purposes of this paragraph (b), to the extent during any quarterly period a Satellite is not a Satisfactorily Operating Satellite due to Customer's or Satellite Operator's failure to operate a Satellite as a Properly Operated Satellite, Contractor's entitlement to payment of the Quarterly Incentive Paymen t Amount shall not be affected. Any amounts earned by Contractor under *50 ***** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Quarterly Incentive Payment Amount shall not be affected. Any amounts earned by Contractor under this paragraph (b) shall be paid by Customer to Contractor in accordance with Article 12.6 (Payment and Interest). However to the extent that a Satellite is not a Satisfactorily Operating Satellite due to Contractor's failure to operate such Satellite as a Properly Operated Satellite, Contractor shall not entitled to payment of that portion of the Quarterly Incentive Payment Amount attributable to each day such Satellite is not a Satisfactorily Operating Satellite. (3) Notwithstanding the foregoing, [*****] will result in a negotiation as to whether Contractor shall earn the entire daily pro rata portion of the Quarterly Incentive Payment Amount or a portion thereof. In the event [*****], Contractor shall earn the daily pro rata portion of the Q uarterly Quarterly Incentive Payment Amount calculated in accordance with paragraph (b)(1) of Article 12.3 (Calculation and Earning of Incentive Amounts) above. [*****], will result in a negotiated reduction of Incentive Amounts or such other equitable adjustment as may be agreed to by the Parties. In arriving at an equitable adjustment, factors to be considered include include: [*****]. For example, (A) [*****], Contractor shall earn no portion of the daily pro rata portion of the Quarterly Incentive Payment for such day; (B) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount for that day; (C) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount that may be earned [*****]; and (D) [*****], the Parties shall negotiate in good faith a permanent adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount. (4) In the event Customer continues to operate a Satellite for commercial purposes beyond the Orbital Design Life of such Satellite, Contractor shall be entitled to earn, for each quarter beyond such Orbital Design Life, a Quarterly Incentive Payment Amount in accordance with this paragraph (4); provided, however, in no event shall Contractor be entitled to any Quarterly Incentive Payment Amount if the cumulative Incentive Amounts, excluding interest, earned by Contractor exceed the Total Amount at Risk. Contractor shall not be entitled to interest on any Incentive Amounts earned pursuant to this paragraph (4).

QUARTERLY INCENTIVE PAYMENT AMOUNTS. (1) For each Satellite during its Orbital Design Life, a daily pro rata portion of the Quarterly Incentive Payment Amount shall be earned by Contractor on a daily basis during each calendar quarter for each day that such Satellite is a Satisfactorily Operating Satellite, provided that assessment and calculation of performance shall be performed at the end of each calendar month, and such earned portion of the Quarterly Incentive Payment Amount shall be invoiced on a quarterly-in-arrears basis, for, and as of the last day of, each calendar quarter. Contractor shall begin to earn Quarterly Incentive Payment Amounts upon Initial Handover of the Satellite to Customer. (2) For purposes of this paragraph (b), to the extent during any quarterly period a Satellite is not a Satisfactorily Operating Satellite due to Customer's ’s or Satellite Operator’s failure to operate a Satellite as a Properly Operated Satellite, Contractor's ’s entitlement to payment of the Quarterly Incentive Paymen t Amount shall not be affected. Any amounts earned by Contractor under ****** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Quarterly Incentive Payment Amount shall not be affected. Any amounts earned by Contractor under this paragraph (b) shall be paid by Customer to Contractor in accordance with Article 12.6 (Payment and Interest). However to the extent that a Satellite is not a Satisfactorily Operating Satellite due to Contractor’s failure to operate such Satellite as a Properly Operated Satellite, Contractor shall not entitled to payment of that portion of the Quarterly Incentive Payment Amount attributable to each day such Satellite is not a Satisfactorily Operating Satellite. (3) Notwithstanding the foregoing, [*****] will result in a negotiation as to whether Contractor shall earn the entire daily pro rata portion of the Quarterly Incentive Payment Amount or a portion thereof. In the event [*****], Contractor shall earn the daily pro rata portion of the Q uarterly Quarterly Incentive Payment Amount calculated in accordance with paragraph (b)(1) of Article 12.3 (Calculation and Earning of Incentive Amounts) above. [*****], will result in a negotiated reduction of Incentive Amounts or such other equitable adjustment as may be agreed to by the Parties. In arriving at an equitable adjustment, factors to be considered include include: [*****]. For example, (A) [*****], Contractor shall earn no portion of the daily pro rata portion of the Quarterly Incentive Payment for such day; (B) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount for that day; (C) [*****], the Parties shall negotiate in good faith an adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount that may be earned [*****]; and (D) [*****], the Parties shall negotiate in good faith a permanent adjustment to the daily pro rata portion of the Quarterly Incentive Payment Amount. (4) In the event Customer continues to operate a Satellite for commercial purposes beyond the Orbital Design Life of such Satellite, Contractor shall be entitled to earn, for each quarter beyond such Orbital Design Life, a Quarterly Incentive Payment Amount in accordance with this paragraph (4); provided, however, in no event shall Contractor be entitled to any Quarterly Incentive Payment Amount if the cumulative Incentive Amounts, excluding interest, earned by Contractor exceed the Total Amount at Risk. Contractor shall not be entitled to interest on any Incentive Amounts earned pursuant to this paragraph (4).