SHARE OPTION AGREEMENT (Rollover Option)

Exhibit 10.23

SHARE OPTION AGREEMENT

(Rollover Option)

This SHARE OPTION AGREEMENT (this “Agreement”) is made as of May 8, 2009 by Intelsat Global, Ltd. (formerly known as Serafina Holdings Limited and referred to herein as the “Company”), and [            ] (the “Employee”);

WHEREAS, the Company entered into that certain Share Purchase Agreement, dated as of June 19, 2007, by and among the Company, Serafina Acquisition Limited, Intelsat Holdings, Ltd. (“Intelsat”) and the selling shareholders named therein (the “Share Purchase Agreement”); and

WHEREAS, the transaction contemplated by the Share Purchase Agreement (the “Acquisition”) has been consummated as of February 4, 2008; and

WHEREAS, the Non-Qualified Stock Option subject to this Agreement (the “Rollover Option”) was granted as of February 4, 2008 (the “Grant Date”); and

WHEREAS, in consideration for the Rollover Option, the Employee agreed to the termination and cancellation as of the Grant Date of one or more stock options described on Exhibit A hereto (collectively, the “Original Option”) issued under the Intelsat Holdings, Ltd. 2005 Share Incentive Plan; and

WHEREAS, the Company wishes to carry out the Intelsat Global, Ltd. 2008 Share Incentive Plan (as it may be amended from time to time, the “Plan”), the terms of which are hereby incorporated by reference and made a part of this Agreement; and

WHEREAS, the Committee appointed to administer the Plan pursuant to Section 3 of the Plan has determined that it would be to the advantage and in the best interest of the Company and its shareholders to enter into this Agreement with the Employee as an inducement to remain in the service of the Company (or one of its Subsidiaries) (the “Employer”) and as an incentive for increased efforts during such service, and has advised the Company thereof and instructed the undersigned officers to execute this Agreement; and

WHEREAS, the Employee and the Company acknowledge and agree that, upon and following the date hereof, the Rollover Option shall be governed solely by the Plan and this Agreement; and

WHEREAS, the Employee and the Company acknowledge and agree that the substitution of the Rollover Option granted for the Original Option in connection with the Acquisition constituted a substitution of a stock right by reason of a corporate transaction within the meaning of Treasury Regulation Section 1.409A-1(b)(5)(v)(D) issued under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”);

NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and for other good and valuable consideration, the parties hereto do hereby agree as follows:

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IN WITNESS WHEREOF, the Company has caused this Agreement to be duly executed by its officer thereunder duly authorized and the Employee has hereunto set his hand, all as of the day and year first set forth above.

ACCEPTED:

The undersigned hereby acknowledges having read this Rollover Option Agreement and, having had the opportunity to consult with legal and tax advisors, hereby agrees to be bound by all provisions set forth herein.

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CONFIDENTIAL

Exhibit A

ORIGINAL OPTION

[    ] Class A shares of Intelsat Holdings, Ltd. at an exercise price of $[        ] per share granted on [                    ].

Exhibit B

ELECTION TO INCLUDE SHARES IN GROSS

INCOME PURSUANT TO SECTION 83(b) OF THE

INTERNAL REVENUE CODE

On [            , 20    ] (the “Exercise Date”), the undersigned purchased [            ] Class A shares, par value U.S. $.001 per share (the “Class A Shares”), of Intelsat Global, Ltd. (formerly known as Serafina Holdings Limited and referred to herein as the “Company”) pursuant to the exercise of a non-qualified stock option granted pursuant to a Rollover Option Agreement between the Company and the undersigned (the “Rollover Option Agreement”), dated as of [            ], 2009. Under certain circumstances, the Company has the right to repurchase the Class A Shares from the undersigned (or from the holder of the Class A Shares, if different from the undersigned) upon the occurrence of certain events as described in the Rollover Option Agreement. Hence, the Class A Shares are subject to a substantial risk of forfeiture and are nontransferable to other than family members (within the meaning of Treasury Regulation §1.83-3(d)). The undersigned desires to make an election under Section 83(b) of the Internal Revenue Code of 1986, as amended (“Code”) to have the Class A Shares taxed at the time the undersigned purchased the Class A Shares.

Therefore, pursuant to Code §83(b) and Treasury Regulation §1.83-2 promulgated thereunder, the undersigned hereby makes an election, with respect to the Class A Shares, to report as taxable income for the undersigned’s taxable year ended December 31, [20    ] the excess (if any) of the Class A Shares’ fair market value on [            , 20    ], over the purchase price thereof.

The following information is supplied in accordance with Treasury Regulation §1.83-2(e):

1. The name, address and social security number of the undersigned:

[Name]

[Address]

Social Security Number:             

2. A description of the property with respect to which the election is being made: [            ] Class A common shares, par value U.S. $.001 per share, of Intelsat Global, Ltd.

3. The date on which the property was transferred: [            , 20    ]. The taxable year for which such election is made: the undersigned’s taxable year ending December 31, [20    ].

4. The restrictions to which the property is subject: [    ] shares may be repurchased by the Company at less than fair market value in certain instances of termination for cause or voluntary resignation.

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5. The fair market value on [            , 20    ], of the property with respect to which the election is being made, determined without regard to any lapse restrictions: U.S. $[        ].

6. The amount paid for such property: U.S. $[        ].

7. A copy of this election has been furnished to the Company or other affiliated person or entity for whom the services are performed pursuant to Treasury Regulation §1.83-2(e)(7).

This election is being sent to the Internal Revenue Service office with which the undersigned files his return. In addition, a copy of this election will be submitted with the income tax return of the undersigned for the taxable year in which the Class B Shares were purchased.

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Exhibit C

Intelsat Global, Ltd.

Shareholder’s Proxy

By this irrevocable proxy, the undersigned,                                          (the “Grantor”) as the holder of Class A Shares in Intelsat Global, Ltd. (formerly known as Serafina Holdings Limited and referred to herein as the “Company”) HEREBY APPOINT(S) Egon Durban, failing whom, Raymond Svider, failing whom, Justin Bateman and failing whom David McGlade, and each of them to be the agent and standing proxy of the undersigned to represent the undersigned and to vote on behalf of the undersigned at any General Meeting of the Company and at any adjournment thereof and, on behalf of the undersigned, to consent to short notice of any such meeting, and, on behalf of the undersigned to execute any resolutions being written resolutions in lieu of any general meeting of the Company.

Dated the      day of         , 2009.

Signed by the above named Shareholder in the presence of:

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