Common use of Transponders Clause in Contracts

Transponders. Commencing on the earliest of (a) thirty (30) months after the PAS-6B Delivery Date, (b) March 1, 2001, and (c) such earlier date as PanAmSat may specify in its sole discretion (the "Availability Date") and for as long as this Agreement remains effective as to PAS-6B, PanAmSat shall make available to Buyer [******************************************************* ********************************************************************** ************************] the two (2) PAS-6B Brazil Beam Transponders denoted as [***] in Appendix A, provided that Buyer, in its good faith judgment, [*************************] Transponders for "Buyer's DTH Service" (as defined below) for use in Brazil. If at any time [**************************** ***********] for Buyer's DTH Service, Buyer shall return them (or, if one is needed, return one) to PanAmSat's use, [************************************* ***************************************]. The [*****] have been designed to perform in accordance with the Performance Specifications for the Buyer's Transponders on PAS-6B, but PanAmSat makes no representation or warranty regarding whether they will perform in this condition when their use is requested by Buyer. Title to the [***] Transponders shall not be conveyed to Buyer and Buyer shall not be entitled to any right of [***] or Substitute Capacity in connection with any failure of the [***] Transponders to perform, whether before or after their requested use, nor shall any right to [***] Transponders be required to be implemented with respect to any "Successor Satellite" or "Collocated Satellite," each as defined below. Where required under Section 5.3, PanAmSat shall employ available spare TWTAs (as defined below) to restore a failed [***] Transponder, but any such spare TWTA employed shall be preemptible by PanAmSat to protect any other Buyer's Transponder on PAS-6B that may fail to meet its Performance Specifications, even if such failure occurs after the initial use of the spare TWTA to restore a [***] Transponder to its Performance Specifications. For the avoidance of doubt, the frequency preemptibility provision shall not apply to TWTAs substituted in the course of the reassignment of TWTAs to restore a non-[***] Transponder to its applicable Performance or Service Specifications (reference is made to the second paragraph of Section 5.3) unless the TWTA employed for a [***] Transponder was already preemptible pursuant to the previous operation of this Section 1.

Transponders. Commencing on Until and unless such fully executed instructions are received by PanAmSat, such [******] shall be made by PanAmSat in [*********]. Upon the earliest written request of (a) thirty (30) months after the PAS-6B Delivery Date, (b) March 1, 2001, and (c) such earlier date as PanAmSat may specify in its sole discretion (the "Availability Date") and for as long as this Agreement remains effective as to PAS-6Ball affected parties, PanAmSat shall make available to Buyer shall, if it has not already [************] at the time that the request is made, in any case of [******] or if the use of Spare Equipment would require the [***] of the [******************************************************* ********************************************************************** ************] for instructions for up to [************] provided that, the two (2) PAS-6B Brazil Beam Transponders denoted as [***] in Appendix A, provided shall be deemed to have [***] at such point as PanAmSat notifies Buyer that Buyer, in its good faith judgment, PanAmSat is [***] to[*************************] Transponders for "Buyer's DTH Service" (as defined below) for use in Brazil. If at any time pending the [**************************** ********]. As used in this Section 5.3, the term [***] for Buyer's DTH Service, Buyer shall return them (or, if one is needed, return one) be deemed to PanAmSat's use, mean [************************************* ***************************************]. The All determinations as to when [*********] shall have occurred, for purposes of determining whether the failures are [***] shall be made by[******************]. In the event that [*********] Transponders [****************] to meet their respective [***] or [******] [***] Filed separately with the Commission pursuant to a request for confidential treatment. and are entitled to [***] under any applicable agreement with PanAmSat, and if one or more of said Transponders is assigned to a person or entity other than Buyer or[*********] then the Protected Party who [******] a definitive agreement as to the affected Satellite with PanAmSat or its predecessors in interest shall, to the extent[******] have been designed [***] as to perform use of the [******] or the [******] provided that, if [***] from a Transponder is provided to more than [***] Protected Party (for example, if there are [***] customers each taking service from [***] of a Transponder), PanAmSat's decision may be made in accordance with the Performance Specifications for the Buyer's Transponders on PAS-6B, but PanAmSat makes no representation or warranty regarding whether they will perform in this condition when their use is requested by Buyer. Title to order that the [***] Transponders Protected Party(ies) using the Transponder(s) [******] with PanAmSat or its predecessors in interest; provided further that, [******] as between Buyer [***************] shall not be conveyed to determined in the same way that [*********] Buyer and Buyer shall not the [*********] are to be entitled to any right of determined under the preceding grammatical paragraph. As used in this Section 5.3, the term [***] or Substitute Capacity in connection with any failure shall be deemed to mean [***************]. All determinations as to when [*********] shall have occurred, for purposes of determining whether the failures are [***] Transponders to perform, whether before or after their requested use, nor shall any right to be made by[***] Transponders be required to be implemented with respect to any "Successor Satellite" or "Collocated Satellite," each as defined below***************]. Where required under Section 5.3, PanAmSat shall employ available spare TWTAs (as defined below) to restore a failed hereby confirms that the only [***] Transponder, but any such spare TWTA employed shall be preemptible by PanAmSat to protect any other Buyer's Transponder on PAS-6B that may fail to meet its Performance Specifications, even if such failure occurs after the initial use of the spare TWTA to restore a [***] Transponder to its Performance Specifications. For the avoidance of doubt, the frequency preemptibility provision shall not apply to TWTAs substituted in the course of the reassignment of TWTAs to restore a non-[***] Transponder to its applicable Performance or Service Specifications (reference is made to the second paragraph of Section 5.3) unless the TWTA employed for a [************] that [************] this one (as deemed below and other than with [***] is with [*********] for [*********] Transponder was already preemptible pursuant to the previous operation and that there are [*********] for PAS-6 or PAS-6B. For purposes of this Section 15.3, this Agreement and the "Multi-Country Agreement" shall all be deemed to be executed simultaneously as of February 29, 1996.

Transponders. Commencing on This Section shall be deleted and replaced with the earliest of following: Within the first twelve (a) thirty (3012) months after the PAS-6B Delivery DateCommencement Date (as defined in Article 2, below), if *** (b) March 1, 2001, and (c) such earlier date as PanAmSat may specify in its sole discretion (the "Availability Date") and for as long as this Agreement remains effective as to PAS-6B, PanAmSat shall make available to Buyer [***) *** Transponder (the “*** Transponder”) becomes available, then Intelsat shall have the one-time obligation to lease to Customer such Transponder by delivering to Customer a written notice of such availability (the “*** Transponder Availability Notice”), and Customer shall lease such Transponder from Intelsat, provided, that Customer shall have the right to *** Transponder over a period of *** (***) *** following the Commencement Date for the *** Transponder in ***. The term of the lease of such *** Transponder shall commence on the date selected by Customer, however, no later than the *** (***) *** after the Commencement Date, and the Monthly Fee for the *** Transponder shall be *** (***) *** Transponders provided under this Agreement, as such may be pro rated for incremental use. Customer must provide Intelsat, in writing, the desired commencement date for the 10th C-band Transponder *** (***) *** Intelsat’s ***Availability Notice. Provided that Customer is leasing a total of *** (***) *** Transponders under this Agreement, Intelsat shall have the one-time obligation to offer Customer a *** (***) *** Transponder on Galaxy 18 that becomes available *** (***) *** after the Commencement Date (the “*** Transponder”), by delivering to Customer a written notice of such availability (the “*** Transponder Availability Notice”). If Customer desires to lease such *** Transponder from Intelsat, then Customer must provide Intelsat, in writing, the desired commencement date for the *** Transponder *** (***) *** Intelsat’s *** Availability Notice. The term of the lease of such *** Transponder shall commence on the date selected by Customer, *** (***) *** the date on the *** Transponder Availability Notice. The Monthly Fee for the *** Transponder shall be *** (****************) *** *******************************************************************Transponders provided under this Agreement. The lease of each such *** Transponder and *** Transponder shall continue through the end date for the *** Transponders as set forth in Article 2, below. Any added *** Transponder(s) shall constitute, and shall be deemed to be, a *** Transponder. The terms of this Section 1.5 shall not apply during the Termination ****************] the two (2) PAS-6B Brazil Beam Transponders denoted as [***] in Appendix A, provided that Buyer, in its good faith judgment, [*************************] Transponders for "Buyer's DTH Service" * Period (as defined in Article 19, below) for use or in Brazil. If at any time [*************************the event that Customer elects to exercise its special *** ***********] for Buyer's DTH Service, Buyer shall return them (or, if one is needed, return one) to PanAmSat's use, [************************************* ***************************************]. The [*****] have been designed to perform as set forth in accordance with the Performance Specifications for the Buyer's Transponders on PAS-6B, but PanAmSat makes no representation or warranty regarding whether they will perform in this condition when their use is requested by Buyer. Title to the [***] Transponders shall not be conveyed to Buyer and Buyer shall not be entitled to any right of [***] or Substitute Capacity in connection with any failure of the [***] Transponders to perform, whether before or after their requested use, nor shall any right to [***] Transponders be required to be implemented with respect to any "Successor Satellite" or "Collocated Satellite," each as defined below. Where required under Section 5.3, PanAmSat shall employ available spare TWTAs (as defined below) to restore a failed [***] Transponder, but any such spare TWTA employed shall be preemptible by PanAmSat to protect any other Buyer's Transponder on PAS-6B that may fail to meet its Performance Specifications, even if such failure occurs after the initial use of the spare TWTA to restore a [***] Transponder to its Performance Specifications. For the avoidance of doubt, the frequency preemptibility provision shall not apply to TWTAs substituted in the course of the reassignment of TWTAs to restore a non-[***] Transponder to its applicable Performance or Service Specifications (reference is made to the second paragraph of Section 5.3) unless the TWTA employed for a [***] Transponder was already preemptible pursuant to the previous operation of this Section 1Article 19.

Transponders. Commencing on As of the earliest of (a) thirty (30) months after the PAS-6B Delivery Effective Date, (b) March 1, 2001, and (c) such earlier date as PanAmSat may specify this Article shall be deleted in its sole discretion (entirety and replaced with the "Availability Date") and for as long as this Agreement remains effective as to PAS-6Bfollowing: Article 14, PanAmSat shall make available to Buyer [******************************************************* *******************************************************************Protection for the *** ************************] Transponders. Provided that Customer has paid the two (2) PAS-6B Brazil Beam Transponders denoted as [***] in Appendix A, provided that Buyer, in its good faith judgment, [*************************] Transponders Monthly Fee for "Buyer's DTH Service" (as defined below) for use in Brazil. If at any time [*************************each of the *** ***********] for Buyer's DTH Service, Buyer shall return them Transponders (or, if one is needed, return one) to PanAmSat's use, [**********************************the “*** Transponders) on a monthly basis, Intelsat shall provide, of a “first failed” basis with other Intelsat customers also purchasing such *** protection, *** transponders which meet their transponder performance specifications on “Galaxy XIII” or its successor or replacement satellite located at 127 degrees West Longitude (collectively, the “127 Degrees WL *** Transponders,” and individually the “127 Degrees *** Transponder”), in the event of an in-orbit catastrophic failure of Galaxy 18 or in the event that *** Transponders suffers a Confirmed Failure or becomes a Failed Transponder. Subject to the conditions precedent set forth below, upon the Confirmed Failures of *** Transponders and the occurrence of *** Failed Transponders, Intelsat will provide Customer with all *** of *** 127 Degrees WL *** Transponders. For purposes of determining priority to the *** protection for *** Transponder(s) among Customer and other Intelsat customers also purchasing ***************]. The [*****] have been designed to perform in accordance with * protection, the Performance Specifications for the Buyer's Transponders on PAS-6B, but PanAmSat makes no representation or warranty regarding whether they will perform in this condition when their use is requested by Buyer. Title to the [***] Transponders first customer having a Failed Transponder shall not be conveyed to Buyer and Buyer shall not be entitled to any right receive the use of [*** protection; in the event of a simultaneous failure, the right to *] or Substitute Capacity ** protections shall go to the party that executed its agreement with Intelsat first in connection time. If Intelsat provides Customer with any failure *** 127 Degrees WL *** Transponder on Galaxy XIII and Customer leases such transponder under this Section, then Customer’s obligation to pay the *** protection fee for the affected Transponder shall cease. The conditions precedent to Intelsat’s obligation to provide and Customer’s right to, the *** protection for *** Transponder(s) as set forth herein shall be the payment by Customer of the [Monthly Fee payable concurrently with the Commencement Date and on the first day of each month thereafter, the availability/non-pre-emption of *** 127 Degrees WL *] ** Transponders to performan Customer’s full compliance, whether before in all material respects with the terms of this Agreement. As of the Execution Date of this Agreement there exists no other lessee, customer or after their requested use, nor shall any user on Galaxy 18 with the contractual right to [use any of *** 127 Degrees WL *] ** Transponders be required to be implemented with respect to any "Successor Satellite" or "Collocated Satellite," each on Galaxy XIII; however, the parties specifically understand and agree that *** 127 Degrees WL *** Transponders is classified as a *** Transponder as defined below. Where required under in Section 5.35.3A. As a result, PanAmSat shall employ available spare TWTAs (as defined below) to restore a failed [Customer’s use of *** 127 Degree *] Transponder** Transponder will be subordinate to other Protected Parties on the Galaxy XIII who will have primary protection on *** 127 Degrees WL *** Transponder and as a result, but any such spare TWTA employed shall be preemptible by PanAmSat to protect any other Buyer's Transponder on PAS-6B that may fail to meet its Performance Specifications, even if such failure occurs after the initial Customer’s use of the spare TWTA to restore a [***] Transponder to its Performance Specifications. For the avoidance of doubt, the frequency preemptibility provision shall not apply to TWTAs substituted in the course of the reassignment of TWTAs to restore a non-[* 127 Degrees WL ***] * Transponder to its applicable Performance or Service Specifications (reference is made to the second paragraph of Section 5.3) unless the TWTA employed may be preempted in which case Customer shall no longer pay for a [such *** protection fee for *] Transponder was already preemptible pursuant to the previous operation of this Section 1** transponder.