Exhibit 10.2


 


CONFIDENTIAL
TREATMENT


 


      Portions of this exhibit have been omitted pursuant
to a request for confidential treatment filed with the Securities and Exchange
Commission pursuant to Rule 24b-2 under the Securities Exchange Act of
1934.  Such portions are marked “[*]” in
this document; they have been filed separately with the Commission.


 


Amendment N°7


TO


CONTRACT N° GINC-C-06-0300


 


By and Between


 


GLOBALSTAR, INC.


 


and


 


THALES ALENIA SPACE

FRANCE


 

















 


This Amendment N°7 dated March 5th 2009 
(the Amendment Effective Date)  to
the Contract referenced GINC-C-06-0300 is made between Thales Alenia Space France, a Company
organised and existing under the laws of France, having its registered office at 26 avenue
Jean François Champollion 31100 Toulouse — FRANCE (“Contractor”)
and Globalstar, Inc., a Delaware corporation with offices at 461 South
Milpitas Blvd., Milpitas, California 95035, U.S.A. (“Purchaser”).


 


The Purchaser and the Contractor being hereinafter
individually referred to as a “Party” or collectively as the “Parties”.


 


RECITALS


 


Whereas, the Parties recognize the continuing
progress made by Purchaser towards completion of an Export Credit Facility for the purpose of financing a portion of this
Contract, which loan will be backed by COFACE ; and


 


Whereas, the Parties acknowledge that certain
actions were not completed by the Purchaser in meeting certain conditions set
forth in Amendment 6 dated February 5th 2009; and


 


Whereas, as a result, the Parties wish to modify
certain conditions of Amendment 6; and


 


NOW, THEREFORE, in consideration of the mutual
covenants and agreements herein contained, and intending to be legally bound
hereby, the Parties hereby modify the Contract as set forth herein:


 


Step 1: If on or before March 12th 2009, the
conditions set forth in Section C of Amendment 6 are met, Contractor shall
return to nominal performance of the Work on March 13th 2009and, as a
consequence :


 


·                  The Contractual Required Delivery Dates of Spacecraft
from Phase 1 and 2 shall be postponed by up to [*] calendar days set forth in
Amendment 6 plus [*] additional calendar days,


 


·                  The PSR ED2 Objective Dates of Spacecraft from Phase 1
and 2 shall be postponed by the [*] calendar days set forth in
Amendment 6 plus [*] additional calendar days,


 


·                  The Launch ED2 Objective Dates of Spacecraft from
Phase 1 and 2 shall be postponed by the [*] calendar days set forth in
Amendment 6 plus [*] additional calendar days,


 


Step 2: If by March 12th 2009, the
conditions set forth in Section C of Amendment 6 are not met, the Parties
agree to extend the Change Notice implementing a production schedule adjustment
to include re-prioritization and re-schedule of the Work until April 1st 2009.  In that event, Purchaser shall pay Contractor
Two Million US Dollars ($2,000,000) as
set forth in Amendment 6, Article C(i). These $ 2,000,000 shall be paid by
Purchaser to Contractor by fund swift transfer as specified in the Contract and
shall be a condition precedent to the coming into force of this Step 2, failing
which Article D of Amendment 6 shall become immediately applicable subject
to the following changes :


 


1

















 


·                  March 4th 2009 shall be read as March 12th 2009, and


·                  March 5th 2009 shall be read as March 13th 2009, and


·                  April 4th 2009 shall be read as April 13th 2009.


 


Upon receipt by Contractor of these 2,000,000 $
:


 


·                  The Contractual Required Delivery Dates of Spacecraft from
Phase 1 and 2 shall be postponed by up to [*] calendar days set forth in
Amendment 6 plus [*] additional calendar days for Step 1 and up to [*] additional calendar days for
Step 2.


 


·                  The PSR ED2 Objective Dates of Spacecraft from Phase 1
and 2 shall be postponed by [*] calendar days set forth in Amendment 6 plus [*] additional calendar days for
Step 1 and up to [*] additional calendar days for Step 2.


 


·                  The Launch ED2 Objective Dates of Spacecraft from
Phase 1 and 2 shall be postponed by up to [*] calendar days set forth in
Amendment 6 plus up to [*] additional calendar days for Step 1 and up to [*] additional calendar days for
Step 2.


 


If, on April 1st 2009, the conditions set
forth in Section C of Amendment 6 are met, Contractor shall return to nominal
performance of the Work on April 2nd,
2009. If these conditions are met before April 1st, the following shall be applicable :


 


·                  The Contractual Required Delivery Dates of Spacecraft
from Phase 1 and 2 shall be postponed by up to [*] calendar days set forth in
Amendment 6  plus [*] additional calendar days for
Step 1 plus one additional calendar day for each calendar day incurred under
Step 2.


 


·                  The PSR ED2 Objective Dates of Spacecraft from Phase 1
and 2 shall be postponed by up to [*] calendar days set forth in
Amendment 6 plus [*] additional calendar days for Step 1 plus one additional
calendar day for each calendar day incurred under Step 2.


 


·                  The Launch ED2 Objective Dates of Spacecraft from
Phase 1 and 2 shall be postponed by up to [*] calendar days set forth in
Amendment 6 plus [*] additional calendar days for Step 1 plus one additional
calendar day for each calendar day incurred under Step 2.


 


If on April 1st 2009 the conditions set forth in Article C
of Amendment 6 are not met, Article D of Amendment 6 shall become
immediately applicable subject to the following changes :


 


·                  March 4th 2009 shall be read as April 1st,2009,
and


·                  March 5th 2009 shall be read as April 2nd,
2009, and


·                  April 4th 2009 shall be read as May 4th 2009.


 


2

















 


Subsequent to Contractor’s return to nominal
performance of the Work, the Parties shall review and optimize the schedule of
activities to determine the appropriate schedule adjustments resulting from
Amendment 6 and Amendment 7.


 


In addition, the Parties confirm their objective
that with implementation of Early Delivery ED2 Scenario 3 and Scenario 4 referred
to in document Ref G-000000813 dated January 20, 2009, to schedule the
first launch to occur in Q4 2009.


 


Upon execution of this Amendment 7, Purchaser
and Contractor agree that Contractor shall immediately draw-down from the
Escrow Account an amount of [*] as payment of Invoice N°991093
corresponding to payment milestone N° 9b.


 


For clarification, the “Contractual Required
Delivery Dates”, “PSR ED2 Objective Dates” and “Launch ED2 Objective Dates”
refers to the dates in the table as set forth in Amendment 5.


 


A.           All of the terms, covenants and conditions
of the Contract as may already have been amended shall remain in full force and
effect except to the extent the same have been expressly amended or modified by
the terms of this Amendment N°7.


 


B.             All capitalized terms not otherwise defined
in this Amendment N°7 shall have the meanings for such terms as
set forth in the Contract.


 


EXECUTION


 


In
witness whereof, the Parties have duly executed this Contract Amendment.


 




	
  Globalstar, Inc.

  	
   

  	
  Thales
  Alenia Space France

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By: 

  	
  /s/ Anthony J. Navarra

  	
   

  	
  By: 

  	
  /s/ Blaise Jaeger

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Name:  

  	
  Anthony J. Navarra

  	
   

  	
  Name:  

  	
  Blaise Jaeger

  
	
  Title:  

  	
  President

  	
   

  	
  Title:  

  	
  EVP and General Manager
  BUTL

  
	
  Date:

  	
  March 6,
  2009

  	
   

  	
  Date:

  	
  March 9,
  2009

  






 


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