SENIOR UNSECURED BRIDGE LOAN CREDIT AGREEMENT Dated as of February 4, 2008 among SERAFINA ACQUISITION LIMITED, as the Initial Borrower to be assigned to and assumed by INTELSAT (BERMUDA), LTD., as Borrower The Several LENDERS from Time to Time Parties...Credit Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
SENIOR UNSECURED BRIDGE LOAN CREDIT AGREEMENT, dated as of February 4, 2008 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among SERAFINA ACQUISITION LIMITED (the “Initial Borrower”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as Administrative Agent, BANC OF AMERICA BRIDGE LLC, as Syndication Agent, MORGAN STANLEY SENIOR FUNDING, INC., as Documentation Agent, and CREDIT SUISSE SECURITIES (USA) LLC, BANC OF AMERICA SECURITIES LLC and MORGAN STANLEY SENIOR FUNDING, INC., as Joint Lead Arrangers and Joint Bookrunners (such terms and each other capitalized term used but not defined in this introductory statement and recitals having the meaning provided in Section 1).
ContractFirst Supplemental Indenture • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “Issuer”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company (the “Successor”), Intelsat, Ltd. (the “Parent Guarantor”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractSupplemental Indenture • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “New Guarantor”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company (the “Issuer”), and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
AMENDMENT NO. 2 TO CREDIT AGREEMENT AND APPOINTMENT OF ADMINISTRATIVE AGENTCredit Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
This AMENDMENT NO. 2 AND APPOINTMENT OF ADMINISTRATIVE AGENT, dated as of January 25, 2008 (this “Amendment”), is entered into among Intelsat Corporation (formerly known as PanAmSat Corporation), a Delaware corporation (the “Borrower”), Citicorp USA, Inc., in its capacity as administrative agent for the Lenders and as agent for the Secured Parties (in such capacity, the “Administrative Agent), Credit Suisse, Cayman Islands Branch (“Credit Suisse” or the “Successor Administrative Agent”), as successor Administrative Agent, and the Lenders executing this Amendment, and (i) amends the Credit Agreement dated as of August 20, 2004, as amended and restated as of March 22, 2005 and as further amended and restated as of July 3, 2006 (as amended to the date hereof, the “Credit Agreement”) among the Borrower, the institutions party thereto as Lenders (the “Lenders”), the Administrative Agent and certain other parties named therein and in the other Credit Documents and (ii) appoints Credit Suisse
JOINDER AGREEMENTJoinder Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
JOINDER AGREEMENT, dated as of February 4, 2008 (this “Agreement”), by and among the Lenders executing this Joinder Agreement (each, an “Incremental Tranche B-2 Term Loan Lender” and, collectively, the “Incremental Tranche B-2 Term Loan Lenders”), INTELSAT CORPORATION (formerly known as PanAmSat Corporation), a Delaware corporation (the “Borrower”) and Credit Suisse, Cayman Island Branch, as Administrative Agent (the “Administrative Agent”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec
Assignment and Assumption Agreement (the “Agreement”) made as of February 4, 2008, by and among Serafina Acquisition Limited, a Bermuda exempted company (“Transferor”), and Intelsat (Bermuda), Ltd., a Bermuda exempted company and indirect wholly-owned subsidiary of the Transferor (the “Transferee”).
ContractMonitoring Fee Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
THIS MONITORING FEE AGREEMENT is dated as of February 4, 2008 (this “Agreement”) and is by and among Intelsat (Bermuda), Ltd., a Bermuda exempted company (“Intelsat Bermuda”), BC Partners Limited (“BC Partners”) and Silver Lake Management Company III, L.L.C. (“Silver Lake”) (each of Silver Lake and BC Partners, a “Sponsor” and, collectively, the “Sponsors”).
ContractFirst Supplemental Indenture • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “Issuer”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company (the “Successor”), Intelsat, Ltd. (the “Parent Guarantor”), Intelsat Subsidiary Holding Company, Ltd., Intelsat Holdings LLC, Intelsat LLC, Intelsat Global Sales & Marketing Ltd., Intelsat USA Sales Corp., Intelsat USA License Corp., Intelsat Global Service Corporation and Intelsat UK Financial Services Ltd. (collectively, the “Subsidiary Guarantors”, and together with the Parent Guarantor, the “Guarantors”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractAssumption and Affirmation Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
ASSUMPTION AND AFFIRMATION AGREEMENT (this “Assumption and Affirmation Agreement”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “Borrower”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company (the “Successor”), Intelsat, Ltd. (the “Parent Guarantor”), Intelsat Subsidiary Holding Company, Ltd., Intelsat Holdings LLC, Intelsat LLC, Intelsat Global Sales & Marketing Ltd., Intelsat USA Sales Corp., Intelsat USA License Corp., Intelsat Global Service Corporation and Intelsat UK Financial Services Ltd. (collectively, the “Subsidiary Guarantors”, and together with the Parent Guarantor, the “Guarantors”) and Bank of America, N.A., in its capacity as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
ContractSecond Supplemental Indenture • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “New Guarantor”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company (the “Issuer”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec
Assignment and Assumption Agreement (the “Agreement”) made as of February 4, 2008, by and among Intelsat (Bermuda), Ltd., a Bermuda exempted company (“Transferor”), and Intelsat Jackson Holdings, Ltd., a Bermuda exempted company and wholly-owned subsidiary of the Transferor (the “Transferee”).
ASSUMPTION AGREEMENT (this “Assumption Agreement”) made as of February 4, 2008, among Serafina Acquisition Limited, a Bermuda exempted company (the “Borrower”), Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “Successor”) and Credit Suisse,...Assumption Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
WHEREAS the Borrower has heretofore executed and delivered to the Administrative Agent (a) a $2,805,000,000 Senior Unsecured Bridge Loan Credit Agreement dated as of February 4, 2008, among the Borrower, the several lenders party thereto, Credit Suisse, Cayman Islands Branch, as Administrative Agent, and the other parties thereto and (b) a $2,155,000,000 Senior Unsecured PIK Election Bridge Loan Credit Agreement dated as of February 4, 2008, among the Borrower, the several lenders party thereto, Credit Suisse, Cayman Islands Branch, as Administrative Agent, and the other parties thereto (each a “Bridge Loan Agreement” and, together the “Bridge Loan Agreements”);
AMENDMENT NO. 3 TO CREDIT AGREEMENT AND APPOINTMENT OF ADMINISTRATIVE AGENTCredit Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
This AMENDMENT NO. 3 AND APPOINTMENT OF ADMINISTRATIVE AGENT, dated as of January 25, 2008 (this “Amendment”), is entered into among Intelsat Intermediate Holding Company, Ltd. (“Holdings”), Intelsat Subsidiary Holding Company, Ltd. (the “Borrower”), the Lenders executing this Amendment, Citicorp USA, Inc., in its capacity as administrative agent for the Lenders and as agent for the Secured Parties (in such capacity, the “Administrative Agent”) and Credit Suisse, Cayman Islands Branch (“Credit Suisse” or the “Successor Administrative Agent”), as successor Administrative Agent, and (i) amends the Credit Agreement dated as of July 3, 2006 (as amended to the date hereof, the “Credit Agreement”) among Holdings, the Borrower, the institutions party thereto as Lenders (the “Lenders”), the Administrative Agent and certain other parties named therein and in the other Credit Documents and (ii) appoints Credit Suisse as successor Administrative Agent under the Credit Agreement and the other Cred
ContractFourth Supplemental Indenture • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (“Intelsat Bermuda”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company and a wholly owned subsidiary of Intelsat Bermuda (“Intelsat Jackson”), Intelsat Intermediate Holding Company, Ltd., a Bermuda exempted company and a direct wholly owned subsidiary of Intelsat Jackson (the “Issuer”), Intelsat, Ltd., a Bermuda exempted company (the “Co-obligor”) and Wells Fargo Bank, National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractSixth Supplemental Indenture • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (“Intelsat Bermuda”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company and a direct wholly owned subsidiary of Intelsat Bermuda (“Intelsat Jackson”), Intelsat Subsidiary Holding Company, Ltd., a Bermuda exempted company 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”).
ContractNew Guarantee Agreement • February 8th, 2008 • Intelsat LTD • Communications services, nec • New York
NEW GUARANTEE AGREEMENT (this “New Guarantee Agreement”) dated as of February 4, 2008, among Intelsat (Bermuda), Ltd., a Bermuda exempted company (the “New Guarantor”), Intelsat Jackson Holdings, Ltd., a Bermuda exempted company (the “Borrower”) and Bank of America, N.A., in its capacity as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
