FORM OF EXCHANGE AGENT AGREEMENT]Exchange Agent Agreement • July 31st, 2006 • Intelsat Intermediate Holding Company, Ltd. • Communications services, nec • New York
ContractMonitoring Fee Agreement • July 31st, 2006 • Intelsat Intermediate Holding Company, Ltd. • Communications services, nec • New York
THIS MONITORING FEE AGREEMENT is dated as of July 3, 2006 (this “Agreement”) and is between Intelsat (Bermuda), Ltd., a Bermuda company (“Intelsat Bermuda”), Apax Europe V GP Co. Limited and Apax Partners, L.P. (collectively, “Apax”), Apollo Management V, L.P. (“Apollo”), MDP Global Investors Limited (“MDP”) and Permira Advisers, LLC (“Permira”) (each of Apax, Apollo, MDP and Permira, a “Sponsor”).
ContractSecond Supplemental Indenture • July 31st, 2006 • Intelsat Intermediate Holding Company, Ltd. • Communications services, nec • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) dated as of July 3, 2006, among Intelsat (Bermuda), Ltd., a company organized under the laws of Bermuda (the “Issuer”), Intelsat Intermediate Holding Company, Ltd., a company organized under the laws of Bermuda and a wholly owned subsidiary of the Issuer (the “Successor”), Intelsat, Ltd., a company organized under the laws of Bermuda (the “Co-obligor”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractThird Supplemental Indenture • July 31st, 2006 • Intelsat Intermediate Holding Company, Ltd. • Communications services, nec • New York
THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”) dated as of July 3, 2006, among Intelsat (Bermuda), Ltd., a company organized under the laws of Bermuda (the “New Guarantor”), Intelsat Intermediate Holding Company, Ltd., a company organized under the laws of Bermuda and a wholly owned subsidiary of the New Guarantor (the “Issuer”), Intelsat, Ltd., a company organized under the laws of Bermuda (the “Co-obligor”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractSupplemental Indenture • July 31st, 2006 • Intelsat Intermediate Holding Company, Ltd. • Communications services, nec • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Fifth Supplemental Indenture”) dated as of July 3, 2006, among Intelsat (Bermuda), Ltd., a company organized under the laws of Bermuda (“Intelsat Bermuda”), Intelsat Intermediate Holding Company, Ltd., a company organized under the laws of Bermuda and a direct wholly owned subsidiary of Intelsat Bermuda (“Intermediate Holdco”), Intelsat Subsidiary Holding Company, Ltd., a company organized under the laws of Bermuda and an indirect wholly owned subsidiary of Intelsat Bermuda (the “Issuer”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
