Amendment No. 4 to Launch Services Agreement between PanAmSat Corporation and Lockheed-Khrunichev-Energia International, Inc.

Summary

This amendment updates the original Launch Services Agreement between PanAmSat Corporation and Lockheed-Khrunichev-Energia International, Inc. It replaces the previously assigned Galaxy IV-R spacecraft with the PAS-10 spacecraft for Launch C, reschedules the launch to December 2000, and adjusts the payment schedule and reimbursement terms for reintegration costs. The amendment clarifies that the rescheduling will not result in penalties for either party and may be executed in counterparts. All other terms of the original agreement remain in effect.

EX-10.8.5 2 0002.txt AMENDMENT #4 TO LAUNCH SERVICE CONTRACT Exhibit 10.8.5 Amendment Number 4 to Launch Services Agreement LKEC-9411-002 This Amendment Number 4 ("the Amendment") entered into as of the date last written below, by and between PanAmSat Corporation, a Connecticut corporation and the successor in interest to PanAmSat L.P. ("PanAmSat" or Customer"), and Lockheed-Khrunichev-Energia International, Inc. ("LKE" or "Contractor"). This Amendment amends that certain Launch Services Agreement, dated 14 November 1994, by and between PanAmSat and LKE (the "Agreement"). All capitalized terms used in this Amendment, unless otherwise specified, have the meanings set forth in the Agreement. WHEREAS, PanAmSat and LKE desire to assign the PAS-10 spacecraft Launch C under the Agreement, in place of the Galaxy IV-R spacecraft previously assigned to Launch C under the Agreement; and WHEREAS, PanAmSat and LKE have reached an agreement on the basic terms for the assignment of the PAS-10 spacecraft to Launch C under the Agreement and desire to make the appropriate modifications to the Agreement; and NOW THEREFORE, in consideration of the mutual benefits to be derived, and for other good and valuable consideration, the receipt of which is hereby acknowledged, PanAmSat and LKE agree that: 1. Spacecraft The PAS-10 spacecraft will be assigned as the Payload for ---------- Launch C under the Agreement in place of the previously-assigned Galaxy IV-R spacecraft. 2. Launch Period Launch C shall be rescheduled to a Launch Slot, in ------------- accordance with Section 7.2 of the Agreement, of 1 December 2000 through 31 December 2000. This rescheduling of Launch C from the previous Launch Day of 17 March 2000 shall not be attributed to either PanAmSat or LKE for purposes of determining penalties for delays in accordance with Article 8 or Article 9 of the Agreement, nor for the purpose of determining postponements attributable to LKE in the event of a termination for cause as allowable under Article 21 of the Agreement. 3. Reintegration Costs LKE shall be reimbursed up to [***] by PanAmSat for ------------------- actual reintegration costs as a result of the assignment of the PAS-10 spacecraft as the Payload for Launch C in place of the previously-assigned Galaxy IV-R spacecraft. 4. Payment Schedule for Launch C The Payment schedule set forth in Section ----------------------------- 6.1 of the Agreement is modified with respect to Launch C as follows: [***] The payment due dates shown in the table above shall not be postponed for PanAmSat-requested launch postponements. 5. [***] 6. Execution in Counterparts This Amendment may be executed in several ------------------------- counterparts, each of which shall be deemed an original, and all of these counterparts together shall constitute but on and the same instrument. [***] Filed separately with the Commission pursuant to a request confidential treatment. LKE PROPRIETARY INFORMATION Each of the parties have duly executed and delivered this Amendment as of the day and year first written above. PanAmSat Corporation Lockheed-Khrunichev-Energia International, Inc. By: /s/ Robert A. Bednarek By: /s/ David Abrahamian -------------------------------- -------------------------------- Name: Robert A. Bednarek Name: David Abrahamian ------------------------------ ------------------------------ Title: EVP & CTO Title: Manager, Business Operations ----------------------------- ----------------------------- Date: 12.28.99 Date: 12/16/99 ------------------------------ ------------------------------