Common use of REQUESTS FOR PAYMENT AND INVOICES Clause in Contracts

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, and any other required payments under this Agreement to Contractor in accordance with this Article 4.1 and Exhibit 3 as applicable. (b) The Parties have agreed upon a payment and termination liability schedule set forth in Exhibit 3. Customer shall pay Contractor upon successful completion of each Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver to Customer with each invoice a Request For Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 hereto (the “Milestone Certificate”) and such supporting data as Customer reasonably deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training required under this Agreement for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) Contractor shall telefax, mail (overnight or return receipt requested) or hand-deliver signed copies of each Request For Payment, invoice and accompanying certificate and any supporting data to: Fax: [**Redacted**] Address: 0000 Xxx Xxxxx Xxxxx, Xxxxx 000 Xxxxxxxx, XX 00000 Contact: Finance Department

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, Major Calendar Payments and any other required payments under this Agreement Calendar Payments to Contractor in accordance with this Article 4.1 the Payment Plan set forth in Exhibit G (Payment Plan and Exhibit 3 as applicableTermination Liability Amounts). (b) The Parties With the exception of the First Milestone Payment, which shall have agreed upon a payment been paid on or before EDC, and termination liability schedule set forth in Exhibit 3. Customer the [*****] Payment, which shall pay be paid to Contractor upon successful completion no later than the last day of the [*****] or the last day of the Cure Period, if any, as required by Article 3 (Eff ective Date of Contract (EDC); [*****]), each Milestone Payment shall be due upon Contractor completing the applicable Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver submitting to Customer with each invoice a Request For for Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 Attachment A hereto (the “Milestone Certificate”) and together with such supporting data as Customer reasonably Contractor deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular relevant to that Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training Training required under this Agreement Contract for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) With the exception of Program Calendar Payment No. 1, which shall be paid on or before July 9, 1999, Contractor shall, with respect to each Calendar Payment, provide Customer with a Request for Payment at least ten (10) Calendar Days but no more than forty-five (45) Calendar Days in advance of the date when such payment is requ ired to be made by Customer pursuant to Exhibit G (Payment Plan and Termination Liability Amounts); provided, however, each Major Calendar Payment shall be subject to satisfaction by Contractor of the following conditions precedent: (1) with respect to the Major Calendar Payment applicable to the first Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer [*****] Calendar Days prior to the date of the scheduled Launch; (2) with respect to the Major Calendar Payment applicable to the second Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer [*****] Calendar Days prior to the date of the scheduled Launch; (3) with each such invoice for a Major Calendar Payment, Contractor shall telefaxprovide certification that the official Launch manifest, mail as established by the Launch Agency, provides that the Launch Date for such Launch ****** 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. Vehicle is no more than [*****] Calendar Days from the due date of the Major Calendar Payment for the first launch and no more than [*****] Calendar Days from the due date of the relevant Major Calendar Payment for the second Launch. (overnight or return receipt requestedd) or hand-deliver Contractor shall telefax and airmail signed copies of each Request For for Payment, invoice and accompanying certificate and any supporting data to: Fax: [**Redacted**] Address: XM Satellite Radio Inc. 0000 Xxx Xxxxx Xxxxx00xx Xxxxxx, X.X., Xxxxx 000 Xxxxxxxx00 Xxxxxxxxxx, XX 00000 ContactAttention: Finance DepartmentXx. Xxxxx Xxxxxxxxxxxx Sr. Vice President and CFO Fax Number: 000-000-0000

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, and any other required payments under this Agreement to Contractor in accordance with this Article 4.1 Exhibits C and Exhibit 3 D as applicable. (b) The Parties have agreed upon a payment and termination liability schedule set forth in Exhibit 3. C. Customer shall pay Contractor upon successful completion of each Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver to Customer with each invoice a Request For Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 C hereto (the “Milestone Certificate”) and such supporting data as Customer reasonably deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training required under this Agreement for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3C, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) Contractor shall telefax, mail (overnight or return receipt requested) or hand-deliver signed copies of each Request For Payment, invoice and accompanying certificate and any supporting data to: Fax: [***Redacted***] Address: 0000 Xxx Xxxxx Xxxxx, Xxxxx 000 Xxxxxxxx, XX 00000 Contact: Finance Department

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, Major Calendar Payments and any other required payments under this Agreement Calendar Payments to Contractor in accordance with this Article 4.1 the Payment Plan set forth in Exhibit G (Payment Plan and Termination Liability Amounts) and Exhibit 3 as applicableG-2 (Ground Spare Satellite Payment Plan, Termination Liability Schedule and Incentive Amounts). (b) The Parties With the exception of the First Milestone Payment, which shall have agreed upon a payment been paid on or before EDC, and termination liability schedule set forth in Exhibit 3. Customer the [***] Payment, which shall pay be paid to Contractor upon successful completion no later than the last day of the [***] or the last day of the Cure Period, if any, as required by Article 3 (Effective Date of Contract (EDC); [***]), each Milestone Payment shall be due upon Contractor completing the applicable Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver submitting to Customer with each invoice a Request For for Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 Attachment A hereto (the “Milestone Certificate”) and together with such supporting data as Customer reasonably Contractor deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular relevant to that Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training Training required under this Agreement Contract for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) With the exception of Program Calendar Payment No. 1, which shall be paid on or before July 9, 1999, Contractor shall, with respect to each Calendar Payment, provide Customer with a Request for Payment at least ten (10) Calendar Days but no more than forty-five (45) Calendar Days in advance of the date when such payment is required to be made by Customer pursuant to Exhibit G (Payment Plan and Termination Liability Amounts); provided, however, each Major Calendar Payment shall be subject to satisfaction by Contractor of the following conditions precedent: (1) with respect to the Major Calendar Payment applicable to the first Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer one hundred eighty (180) Calendar Days prior to the date of the scheduled Launch; (2) with respect to the Major Calendar Payment applicable to the second Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer [***] Calendar Days prior to the date of the scheduled Launch; (3) with each such invoice for a Major Calendar Payment, Contractor shall telefaxprovide certification that the official Launch manifest, mail as established by the Launch Agency, provides that the Launch Date for such Launch Vehicle is no more than [***] Calendar Days from the due date of the Major Calendar Payment for the first launch and no more than [***] Calendar Days from the due date of the relevant Major Calendar Payment for the second Launch. ***** 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. (overnight or return receipt requestedd) or hand-deliver Contractor shall telefax and airmail signed copies of each Request For for Payment, invoice and accompanying certificate and any supporting data to: FaxXM Satellite Radio Inc. 0000 Xxxxxxxxx Xxxxx, XX Xxxxxxxxxx, XX 00000 Attention: Xx. Xxxxx Xxxxxxxxxxxx Sr. Vice President and CFO Fax Number: 000-000-0000 5.2 PAYMENT. (a) MILESTONE PAYMENTS, MAJOR CALENDAR PAYMENTS AND OTHER CALENDAR PAYMENTS. (1) Customer shall pay Contractor in full each Milestone Payment, Major Calendar Payment, and other Calendar Payments, as set forth in Exhibit G (Payment Plan and Termination Liability Amounts) and Exhibit G-2 (Ground Spare Satellite Payment Plan, Termination Liability Schedule and Incentive Amounts), within thirty (30) Calendar Days after delivery, in accordance with the procedures and upon satisfaction of the conditions set forth in Article 5.1 (Requests for Payment and Invoices), of a Request for Payment, accompanied by a certificate in the form of Annex I to Attachment A hereto, with respect to a Milestone Payment, and of an invoice, with respect to any Major Calendar Payment or other Calendar Payment, by wire transfer to the following bank account: Bank: Bank of America Address: Concord, California, U.S.A. Account No.: [**Redacted**] Address: 0000 Xxx Xxxxx Xxxxx] (2) In no event shall the cumulative Milestone Payments made to Contractor for the Work at any point in time exceed the cumulative amounts specified up to that point in time for Milestone Payments for the Work as set forth in Exhibit G (Payment Plan and Termination Liability Amounts), Xxxxx 000 Xxxxxxxxas may be modified from time to time pursuant to Article 34.3 (Amendments). (3) In the event of early completion by Contractor of a Milestone in advance of such Milestone completion date as set forth in Exhibit G (Payment Plan and Termination Liability Amounts), XX 00000 Contact: Finance DepartmentCustomer shall not be obligated to make the corresponding Milestone Payment to Contractor in advance of the payment due date therefore as set forth in Exhibit G. (4) Notwithstanding the foregoing, Customer, in its sole discretion, may agree to make a partial payment to Contractor for the partial completion of a Milestone event. (5) Major Calendar Payments are to be made by Customer if the conditions precedent thereto are met by Contractor notwithstanding if Contractor is otherwise in default of this Contract under Article 32.2 (Termination for Contractor's Default); the Parties intend that Customer's remedy in such event is termination of this Contract (in which case no payments would be made) and not withholding of Major Calendar Payments. (6) Except for disputed amounts under Article 5.3 (Disputed Amounts), all payments made by Customer to Contractor prior to and including the Major Calendar Payments and other Calendar Payments shall be deemed fully earned by Contractor upon receipt of such payments.

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, Major Calendar Payments and any other required payments under this Agreement Calendar Payments to Contractor in accordance with this Article 4.1 the Payment Plan set forth in Exhibit G (Payment Plan and Termination Liability Amounts) and Exhibit 3 as applicableG-2 (Ground Spare Satellite Payment Plan, Termination Liability Schedule and Incentive Amounts). (b) The Parties With the exception of the First Milestone Payment, which shall have agreed upon a payment been paid on or before EDC, and termination liability schedule set forth in Exhibit 3. Customer the [***] Payment, which shall pay be paid to Contractor upon successful completion no later than the last day of the [***] or the last day of the Cure Period, if any, as required by Article 3 (Effective Date of Contract (EDC); [***]), each Milestone Payment shall be due upon Contractor completing the applicable Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver submitting to Customer with each invoice a Request For for Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 Attachment A hereto (the “Milestone Certificate”) and together with such supporting data as Customer reasonably Contractor deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular relevant to that Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training Training required under this Agreement Contract for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) With the exception of Program Calendar Payment No. 1, which shall be paid on or before July 9, 1999, Contractor shall, with respect to each Calendar Payment, provide Customer with a Request for Payment at least ten (10) Calendar Days but no more than forty-five (45) Calendar Days in advance of the date when such payment is required to be made by Customer pursuant to Exhibit G (Payment Plan and Termination Liability Amounts); provided, however, each Major Calendar Payment shall be subject to satisfaction by Contractor of the following conditions precedent: (1) with respect to the Major Calendar Payment applicable to the first Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer one hundred eighty (180) Calendar Days prior to the date of the scheduled Launch; (2) with respect to the Major Calendar Payment applicable to the second Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer [***] Calendar Days prior to the date of the scheduled Launch; (3) with each such invoice for a Major Calendar Payment, Contractor shall telefaxprovide certification that the official Launch manifest, mail as established by the Launch Agency, provides that the Launch Date for such Launch Vehicle is no more than [***] Calendar Days from the due date of the Major Calendar Payment for the first launch and no more than [***] Calendar Days from the due date of the relevant Major Calendar Payment for the second Launch. ***** 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. (overnight or return receipt requestedd) or hand-deliver Contractor shall telefax and airmail signed copies of each Request For for Payment, invoice and accompanying certificate and any supporting data to: Fax: [**Redacted**] Address: XM Satellite Radio Inc. 0000 Xxx Xxxxx Xxxxxxxxx Xxxxx, Xxxxx 000 XxxxxxxxXX Xxxxxxxxxx, XX 00000 ContactAttention: Finance DepartmentXx. Xxxxx Xxxxxxxxxxxx Sr. Vice President and CFO Fax Number: 000-000-0000

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, and any other required payments under this Agreement to Contractor in accordance with this Article 4.1 Exhibits C and Exhibit 3 D as applicable. (b) The Parties have agreed upon a payment and termination liability schedule set forth in Exhibit 3. C. Customer shall pay Contractor upon successful completion of each Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver to Customer with each invoice a Request For Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 C hereto (the “Milestone Certificate”) and such supporting data as Customer reasonably deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training required under this Agreement for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3C, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) Contractor shall telefax, mail (overnight or return receipt requested) or hand-deliver signed copies of each Request For Payment, invoice and accompanying certificate and any supporting data to: Fax: [***Redacted***] Address: 0000 1000 Xxx Xxxxx Xxxxx, Xxxxx 000 Xxxxxxxx, XX 00000 Contact: Finance Department

REQUESTS FOR PAYMENT AND INVOICES. (a) Customer shall make Milestone Payments, Major Calendar Payments and any other required payments under this Agreement Calendar Payments to Contractor in accordance with this Article 4.1 the Payment Plan set forth in Exhibit G (Payment Plan and Exhibit 3 as applicableTermination Liability Amounts). (b) The Parties With the exception of the First Milestone Payment, which shall have agreed upon a payment been paid on or before EDC, and termination liability schedule set forth in Exhibit 3. Customer the [*****] Payment, which shall pay be paid to Contractor upon successful completion no later than the last day of the [*****] or the last day of the Cure Period, if any, as required by Article 3 (Effective Date of Contract (EDC); [*****]), each Milestone Payment shall be due upon Contractor completing the applicable Milestone and submission of a corresponding invoice as described herein. Contractor shall prepare and deliver submitting to Customer with each invoice a Request For for Payment, accompanied by a certificate in the form of Annex I to Exhibit 3 Attachment A hereto (the “Milestone Certificate”) and together with such supporting data as Customer reasonably Contractor deems necessary or appropriate. Subject to the foregoing, Customer shall sign each Milestone Certificate to signify Customer’s agreement that the applicable Milestone has been completed. A Milestone shall not be regarded as completed, and no payment shall be made, until all the Work required under the particular relevant to that Milestone has been completed and documented in accordance with applicable specifications and procedures and all the relevant documentation and training Training required under this Agreement Contract for such Milestone has been provided to Customer’s reasonable satisfaction. In the event that Customer does not agree that a Milestone has been completed, Customer shall notify Contractor in writing within ten (10) Business Days of receipt of the Milestone Certificate. If it is determined by Customer that Contractor has not completed the Milestone as specified in Exhibit 3, Customer may withhold the payment in full. Said withholding of payment, to the extent it is disputed by Contractor, shall be subject to the disputes process identified in Article 4.3 (Disputed Amounts). (c) With the exception of Program Calendar Payment No. 1, which shall be paid on or before July 9, 1999, Contractor shall, with respect to each Calendar Payment, provide Customer with a Request for Payment at least ten (10) Calendar Days but no more than forty-five (45) Calendar Days in advance of the date when such payment is required to be made by Customer pursuant to Exhibit G (Payment Plan and Termination Liability Amounts); provided, however, each Major Calendar Payment shall be subject to satisfaction by Contractor of the following conditions precedent: (1) with respect to the Major Calendar Payment applicable to the first Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer [*****] Calendar Days prior to the date of the scheduled Launch; (2) with respect to the Major Calendar Payment applicable to the second Launch Vehicle, as specified in Exhibit G (Payment Plan and Termination Liability Amounts), Contractor will invoice Customer [*****] Calendar Days prior to the date of the scheduled Launch; (3) with each such invoice for a Major Calendar Payment, Contractor shall telefaxprovide certification that the official Launch manifest, mail as established by the Launch Agency, provides that the Launch Date for such Launch ****** 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. Vehicle is no more than [*****] Calendar Days from the due date of the Major Calendar Payment for the first launch and no more than [*****] Calendar Days from the due date of the relevant Major Calendar Payment for the second Launch. (overnight or return receipt requestedd) or hand-deliver Contractor shall telefax and airmail signed copies of each Request For for Payment, invoice and accompanying certificate and any supporting data to: Fax: [**Redacted**] Address: XM Satellite Radio Inc. 0000 Xxx Xxxxx Xxxxx00xx Xxxxxx, X.X., Xxxxx 000 Xxxxxxxx00 Xxxxxxxxxx, XX 00000 ContactAttention: Finance DepartmentXx. Xxxxx Xxxxxxxxxxxx Sr. Vice President and CFO Fax Number: 000-000-0000