exv10w33



 



Exhibit 10.33



	 	 	 
	 	 	
CONFIDENTIAL TREATMENT REQUESTED
	 	 	


	 	 	
The asterisked (“**”) portions of this
document have been omitted and filed
separately with the Securities and Exchange
Commission pursuant to a request of
confidential treatment.



INTERNATIONAL TELECOMMUNICATIONS SATELLITE

ORGANIZATION “INTELSAT”

3400 INTERNATIONAL DRIVE, N.W.

WASHINGTON, D.C. 20008-3098



CONTRACT INTEL-2392


BETWEEN



INTERNATIONAL TELECOMMUNICATIONS SATELLITE

ORGANIZATION (INTELSAT)



and



CSIR

Hartebeesthoek, Gauteng,

South Africa



for



Monitoring Services and the Necessary Facilities for the INTELSAT 66° Satellite



Date: 22 November 1999


 






 



TABLE OF CONTENTS




	 	 	 	 	 	 	 
	Article	 	Title	 	Page
	
	 	
	 	

	1.	 	
SCOPE OF WORK
	 	 	1	 
	2.	 	
EFFECTIVE DATE OF CONTRACT AND THE PERIOD OF PERFORMANCE
	 	 	1	 
	3.	 	
CHARGES
	 	 	2	 
	4.	 	
DELIVERABLE ITEMS
	 	 	3	 
	5.	 	
PAYMENT
	 	 	3	 
	6.	 	
NOTICE OF TEST SCHEDULE
	 	 	5	 
	7.	 	
NOTICE OF NON-CONFORMANCE
	 	 	5	 
	8.	 	
ACCESS TO AND OPERATION OF STATION
	 	 	5	 
	9.	 	
AGREEMENT TO INDEMNIFY, HOLD HARMLESS AND DEFEND
	 	 	5	 
	10.	 	
APPROVAL OF REQUIRED TESTING
	 	 	6	 
	11.	 	
TERMINATION FOR CONVENIENCE
	 	 	6	 
	12.	 	
CHANGES
	 	 	7	 
	13.	 	
INDEMNIFICATION FOR TAXES AND DUTIES
	 	 	8	 
	14.	 	
FORCE MAJEURE
	 	 	8	 
	15.	 	
TERMINATION FOR CAUSE
	 	 	8	 
	16.	 	
ARBITRATION
	 	 	9	 
	17.	 	
COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS
	 	 	9	 
	18.	 	
ASSIGNMENT
	 	 	9	 
	19.	 	
PUBLIC RELEASE OF INFORMATION
	 	 	10	 
	20.	 	
INTELSAT FURNISHED EQUIPMENT
	 	 	10	 
	21.	 	
CONFIDENTIALITY
	 	 	11	 
	22.	 	
CORRESPONDENCE
	 	 	12	 
	23.	 	
REPORTING OF PAYMENTS
	 	 	12	 
	24.	 	
YEAR 2000 COMPLIANCE
	 	 	13	 
	25.	 	
GENERAL
	 	 	14	 
	26.	 	
ENTIRE AGREEMENT
	 	 	15	 



 






 



     The
Contract is entered into this 22nd day of November, 1999, by and between CSIR (hereinafter referred to
as the “Contractor”), a corporation, organized and existing under the laws of South
Africa, with offices and its principal place of business located at
Hartebeesthoek, Gauteng, South Africa, and the International Telecommunications
Satellite Organization “INTELSAT” (hereinafter referred to as “INTELSAT”), an
international organization established by the Agreement Relating to the
International Telecommunications Satellite Organization “INTELSAT” (hereinafter
referred to as the “Agreement”) and the Operating Agreement relating thereto
(hereinafter referred to as the “Operating Agreement”), done at Washington,
D.C. on 20 August 1971, with offices located in Washington, D.C., U.S.A.


Definitions:




	1.	 	INTELSAT furnished equipment shall include all equipment provided by
INTELSAT as part of this Contract, as well as all equipment procured by
CSIR for INTELSAT, under this contract in support of the INTELSAT service.
	 
	2.	 	RSAN Services: Directing the CSIR’s Ku-band antenna at the INTELSAT
satellite at 66°E, receiving the RF signal from this satellite and feeding
this into the INTELSAT inter-facility link



ARTICLE 1. Scope of Work




     The Contractor shall provide the necessary facilities and perform the
required services (hereinafter referred in the aggregate as “the Work”) in
accordance with the provisions of this Contract, including Exhibit A, Statement
of Work, which is attached hereto and made a part hereof.


ARTICLE 2. Effective Date of Contract and the Period of Performance





	 	 	A. This agreement will commence on the date of last signature thereof
(“the effective date”) and will terminate upon expiration of a period of
five (5) years from the Service Commencement Date (SCD) (as defined in
Section IX of Exhibit A), provided no options have been exercised by
INTELSAT as envisaged in Article 2B below, and/or no other agreement has
been reached between the parties, as evidenced in writing.



 


	 	 
	 	

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	 	 	B. INTELSAT may at its sole option extend the period of performance for
additional periods of up to a maximum of five (5) years. Such options
shall be exercised by INTELSAT one (1) year before the expiration of the
existing or any extended period of performance.



ARTICLE 3. Charges





	 	A.	 	The total not-to-exceed price, including recurring and
non-recurring charges, for all work required pursuant to this
Contract is ********. The non-recurring charges are ********. The
recurring charges shall not exceed ********. The recurring charges,
beginning at the Service Commencement Date (SCD) for a period of
five (5) years, consists of an annual maintenance charge as well as
an hourly rate when service is used, and are as follows:




	 	 	 	 	 
	 	 	Recurring Charges
	Contract Years	 	Annual Maintenance	 	Hourly Basis
	
	 	
	 	

	Year 1 of Operation	 	
 ********
	 	********
	Year 2 of Operation	 	
 ********
	 	*******
	Year 3 of Operation	 	
 ********
	 	********
	Year 4 of Operation	 	
 ********
	 	********
	Year 5 of Operation	 	
 ********
	 	********




	 	 	 	 	 
	 	 	Recurring Charges
	Option Years	 	Annual Maintenance	 	Hourly Basis
	
	 	
	 	

	Year 6 of Operation	 	
********
	 	********
	Year 7 of Operation	 	
********
	 	********
	Year 8 of Operation	 	
********
	 	********
	Year 9 of Operation	 	
********
	 	********
	Year 10 of Operation	 	
********
	 	********




	 	 	 	B. ********



 


	 	 
	 	

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ARTICLE 4. Deliverable items




     Items to be delivered hereunder shall include all items to be provided to
INTELSAT pursuant to Exhibit A. All deliverable items shall become and remain
the property of INTELSAT on completion of the system acceptance tests


ARTICLE 5. Payment





	 	A.	 	The recurring charges set forth in paragraph A of Article 3
shall be paid to the Contractor in quarterly installments, starting
at the SCD, within thirty (30) days after receipt by INTELSAT of an
invoice from the Contractor for full satisfactory performance of the
Work to which the charges relate.
	 
	 	B.	 	For full, satisfactory performance of the non-recurring
charges set forth in paragraph A of Article 3, the following charges
shall be paid to the Contractor as described below:




	 	 	 	 	 	 	 
	 	 	 	
1.	 	 	Upon placement of the order by the Contractor for
the fiber optic equipment, the Contractor shall be entitled to
payment of ********. The Contractor shall include
verification of the order placement with the invoice submitted
to INTELSAT.
	 	 	 	 	 	 	 
	 	 	 	
2.	 	 	Upon delivery of and acceptance by INTELSAT of
the Interface Control Document (ICD), the Acceptance Test Plan
and the Ku-Band Antenna System Performance Report, the
Contractor shall be entitled to payment of ********.
	 	 	 	 	 	 	 
	 	 	 	
3.	 	 	Upon Contractor’s acceptance of the delivery of
the fiber optic cable, the Contractor shall be entitled to
payment of ********.
	 	 	 	 	 	 	 
	 	 	 	
4.	 	 	Upon delivery of and acceptance by INTELSAT of
the Integrated Inter-Facility Link Equipment Report, the
Contractor shall be entitled to payment of ********.
	 	 	 	 	 	 	 
	 	 	 	
5.	 	 	Upon delivery of and acceptance by INTELSAT of
the Acceptance Test Report, the Contractor shall be entitled
to payment of ********.



 


	 	 
	 	

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6.	 	 	Upon delivery of and acceptance by INTELSAT of
the Operational Procedures Document, the Contractor shall be
entitled to payment of **************************.




	 	 	 	Charges shall be paid within thirty (30) days after receipt by
INTELSAT of an invoice from the Contractor.




	 	C.	 	Payment of additional amounts as provided for under paragraph
B of Article 3 shall be made within thirty (30) days of receipt by
INTELSAT of an invoice from the Contractor supported by a certified
break-down and copies of documents evidencing the expenditure
involved. Such invoices shall be submitted to INTELSAT on a
quarterly basis beginning three (3) months after the Effective Date
of Contact (EDC) and shall cover all charges incurred during the
immediately preceding three-month period.
	 
	 	D.	 	INTELSAT may suspend or reduce payments under this Contract
upon written notice to the Contractor, if, and for such period of
time, as the Contractor has failed to perform any of its obligations
in a timely manner or to comply with any provision of the Contract
except, however, where such failure or non-compliance is directly
and solely caused by a failure of INTELSAT to perform any of its
obligations in a timely fashion in accordance with the requirements
of this Contract. In order to exercise this provision, INTELSAT
must provide the Contractor with no less than fourteen (14) days
written notice of its intent to suspend or reduce payments, and the
reasons for which it has based its decision to do so, and the
Contractor must have failed (i) to perform the specified obligations
within the time specified herein; (ii) to comply with any of the
provisions of this Contract; or (iii) to make progress so as to
ensure performance of or compliance with this Contract in
accordance with its terms, and such failure is not cured within ten
(10) days from the date of such notice.







ARTICLE 6. Notice of Test Schedule




     Contractor shall provide INTELSAT with advance notice of the time, date
and location of all testing required pursuant to Exhibit A.


 


 


	 	 
	 	

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ARTICLE 7. Notice of Non-Conformance




     Should INTELSAT, prior to expiration or termination of this Contract,
notify Contractor in writing that any Work is not in conformance with the
requirements of this Contract, Contractor shall promptly remedy such
nonconformance. Any Work found to be non-conforming during or after testing
required under this Contract shall, at INTELSAT’s request and without charge to
INTELSAT, be promptly retested by Contractor after Contractor has remedied such
nonconformance.


ARTICLE 8. Access to and Operation of the Station




     INTELSAT shall be allowed such access to the Contractor’s facilities as
may be necessary to give full effect to this agreement. INTELSAT shall
provide reasonable notice to the Contractor of its intention to obtain such
access.


ARTICLE 9. Agreement to Indemnify, Hold Harmless and Defend




     Each party shall indemnify and hold the other party harmless from any and
all loss, damage, liability or expense, resulting from damage to all property
and injuries, including death, to all persons (natural or juridical), arising
from any occurrence caused by an act or omission committed by itself, and at
its sole expense defend any claims, actions, suits and proceeding, whether in
law or equity, brought against the other party, on account thereof, and shall
pay all expenses, including reasonable attorney’s fees, and satisfy all
judgements which may be incurred
by or rendered against the other party in connection therewith, provided
the indemnifying party is given prompt notice of any such claim, action, suit
or proceeding and provided the indemnifying party is given, at the indemnifying
party’s written request and sole expense, such assistance and information as
may be reasonably provided by the other party.


ARTICLE 10. Approval of Required Testing




     Promptly after Contractor’s completion of all required testing and
INTELSAT’s receipt of the test report required pursuant to Exhibit A, INTELSAT
shall either notify the Contractor in writing (i) of the approval of the test
report, or (ii) of those particulars which are unacceptable. Remedy of any
particulars shall be accomplished by the Contractor at its own expense,
promptly upon receipt of notice thereof and a revise test report resubmitted
for INTELSAT’s approval.


 

 


	 	 
	 	

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ARTICLE 11. Termination for Convenience





	 	A.	 	INTELSAT may, prior to Contractor’s completion of all Work,
by written notice issued by INTELSAT’s authorized representative,
terminate this Contract in whole, or in part, for its convenience,
whereupon the Contractor shall cease Work in accordance with the
terms of said notice.
	 
	 	B.	 	Contractor shall promptly submit to INTELSAT a detailed
written statement of Contractor’s total direct and indirect cost
incurred in the performance of Work and total direct and indirect
cost resulting from such terminations determined in accordance with
Contractor’s standard accounting practices and verified to INTELSAT
by contractor’s independent Certified Public Accountants
(hereinafter referred to as “Total Verified Termination Cost”).
	 
	 	C.	 	Termination charges shall be negotiated by INTELSAT and
Contractor based upon the Total Verified Termination Cost.




	 	 	 	 	 	 	 
	 	 	 	 	(1)	 	In no event shall termination charges exceed the
lesser of ******** of the ********, or (ii) the ********.
	 	 	 	 	 	 	 
	 	 	 	 	(2)	 	Termination charges, as negotiated, less (i)
amounts previously paid by INTELSAT pursuant to this Contract,
and (ii) amounts representing termination charges attributable
to Contractor facilities which Contractor or any of its
subcontractors elects to retain, shall be paid by INTELSAT
within sixty (60) days after receipt of Contractor’s invoice
therefor.



ARTICLE 12. Changes





	 	A.	 	INTELSAT may, from time to time, after mutual agreement with
the Contractor, during the period of this Contract, by written
change order issued by INTELSAT’s authorized representative, direct
the Contractor to make changes within the general scope of the Work
including but not limited to (i) the test requirements, (ii)
services to be performed, (iii) the Contractor facilities, and/or
(iv) the Service Commencement Date (SCD), or require the omission of
portions of Work.



 


	 	 
	 	

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	 	B.	 	If any such change order causes an increase or decrease in
Contractor’s cost or in the time required to complete all or any
portions of the Work, an equitable adjustment shall be made in the
price, schedule (including if appropriate an adjustment in the SCD),
or both, and this Contract shall be modified in writing accordingly.
Any claim by Contractor for adjustment under this paragraph 12.B
shall be deemed waived unless asserted in writing within thirty (30)
days from the date of receipt by Contractor of the change order.
The amount of the claim together with information sufficient to
support the claim shall be submitted, in writing, within sixty (60)
days from the date of assertion of the claim. If the cost of
supplies or materials made obsolete or excess as a result of a
change is included in Contractor’s claim for adjustment, INTELSAT
shall have the right to prescribe the manner of disposition of such
supplies or materials. Nothing in this Article shall excuse
Contractor from promptly proceeding with the Contract as changed.
	 
	 	C.	 	Except as provided in paragraphs A and B above, or otherwise
agreed in writing by Contractor and INTELSAT, no changes to the
Contractor facilities shall be made which will in any way adversely
affect the performance of Work.



 


	 	 
	 	

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ARTICLE 13. Indemnification for Taxes and Duties




     The Contractor shall indemnify and hold INTELSAT and its Signatories
harmless from any and all taxes, customs, and duties which may be required
under any present or future laws and which are levied against equipment
procured for INTELSAT for the inter-facility link prior to commencement of RSAN
services and for the duration of one (1) year after commencement of RSAN
services pursuant to this Contract. (Article 3B refers)


ARTICLE 14. Force Majeure




     The parties shall not be liable to perform any obligations under this
agreement in the event and to the extent that such failure is caused by force
majeure.


     For the purpose of this agreement, force majeure shall mean any
circumstances beyond the reasonable control of the party giving notice of force
majeure and, without prejudice to the generality of the foregoing, shall
include, if beyond such reasonable control, war, (whether declared or not),
revolution, invasion, insurrection, riot, civil commotion, mob violence,
sabotage, blockade, sanctions, embargo, boycott, military or usurped power,
fire, explosion, theft, storm, flood, drought, wind, lightning or other adverse
weather conditions, epidemic,, quarantine, accident, breakdown of machinery or
facilities, strike or labor difficulties.


     The party affected by an event of force majeure shall give notice to the
other Parties immediately on the occurrence of such event which causes or is
likely to cause any failure to perform any obligation hereunder. If the event
of force majeure is of such a nature that it will not result in impossibility
of performance of the obligation in question but merely delay the performance
thereof, then the party giving notice of such event of force majeure shall be
entitled to such extension of time in which to perform such obligation as may
be reasonable in the circumstances taking into account the interests of all
parties.


ARTICLE 15. Termination for Cause





	 	A.	 	By no less than 14 days advance written notice issued by its
authorized representative, either party may terminate this Contract,
in whole or in part, if the
other party fails (i) to perform the Work required of such party
within the time specified herein; (ii) to comply with any of the
provisions of this Contract; or (iii) to make progress so as to
ensure its performance of this Contract in accordance



 


	 	 
	 	

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	 	 	 	with its
terms, and such failure is not cured within ten (10) days from the
date of such notice.
	 
	 	B.	 	If, after termination under the provisions of this Article,
it is determined for any reason that Contract was terminated without
cause under the provisions of this Article, or that the delay or
interruption causing such termination was excusable under the
provisions of Article 14, Excusable Delays, the rights and
obligations of the Parties shall be the same as if termination had
been effected pursuant to Article 11, Termination for Convenience.



ARTICLE 16. Arbitration




     Any dispute or disagreement arising between the Contractor and INTELSAT in
connection with this Contract, which is not settled within thirty (30) days (or
such longer period as may be mutually agreed upon) from the date that either
Party notifies the other in writing that such dispute or disagreement exists,
shall be settled under the Rules of Conciliation and Arbitration of the
International Chamber of Commerce, in effect on the date that such notice is
given, by three arbitrators appointed in accordance with the Rules. The
arbitration proceedings shall be conducted in Washington, D.C, U.S.A. The
arbitration resolution shall be final and binding upon the Parties and
judgment may be entered thereon, upon the application of either Party, by any
court having jurisdiction. Each Party shall bear the cost of preparing and
presenting its case; and the cost of arbitrations, including the fees and
expenses of the arbitrators, will be shared equally by the Parties unless the
resolution otherwise provides.


ARTICLE 17. Compliance with Applicable Laws and Regulations




     The undertakings and obligations herein made are subject to (i) the
issuance and continuance of all necessary governmental licenses and approvals,
and (ii) all applicable laws, rules and regulations. Each Party shall use its
best efforts to obtain on a timely basis all such licenses and approvals and to
comply with all applicable laws, rules and regulations.



ARTICLE 18. Assignment Neither this Contract nor any of the rights, duties, or
obligations of the Contractor may be assigned or delegated by the Contractor
without the prior written consent of INTELSAT. Any attempted assignment or
delegation, without such consent, shall be void and without effect.


 


	 	 
	 	

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ARTICLE 19. Public Release of
Information




     Within a reasonable time prior to the release of news releases, articles,
brochures, advertisements, prepared speeches, and other information releases
concerning the Work performed or to be performed hereunder by Contractor or any
subcontractor, Contractor shall seek the approval of INTELSAT concerning the
content and timing of such release, and no such release shall be made until
INTELSAT’s written approval has been obtained. Such approval shall not be
unreasonably withheld.


ARTICLE 20. INTELSAT Furnished Equipment (IFE)




     The Parties agree, with respect to all IFE (including spares and related
information) furnished by INTELSAT under this Contract:



	 	A.	 	That IFE will be shipped by INTELSAT prepaid to the port of
entry, Johannesburg, South Africa. Contractor shall take possession
and control of the IFE FOB port of entry. Except as INTELSAT may
otherwise specify in writing, the Contractor shall be the Importer
of Record for such equipment and shall be responsible for all
arrangements for onward shipment to the Facility, including customs
clearance, transportation and transit insurance on such onward
shipment.
	 
	 	B.	 	That the Contractor shall be responsible for the operation,
maintenance and repair of IFE.
	 
	 	C.	 	That title to such IFE shall remain exclusively in INTELSAT.
	 
	 	D.	 	To assume all risk of loss or damage, reasonable wear and
tear excepted, to such IFE while in Contractor’s or any
subcontractor’s possession or control.
	 
	 	E.	 	That the Contractor shall be responsible for payment of all
taxes, customs and duties levied against the IFE imported into the
country for use in connection with this Contract, and to comply with
all requirements of said laws, including making
payment of any interest or penalties related to or arising from
such taxes, customs and duties during the period of time from the
effective date of this Contract to the passage of one (1) year
after the commencement of RSAN services pursuant to



 


	 	 
	 	

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	 	 	 	this Contract,
with INTELSAT assuming such responsibility after such period of
time has been completed.
	 
	 	F.	 	To ensure that such IFE is used solely in the performance of
the Contract.
	 
	 	G.	 	To ensure that no lien, encumbrance, pledge or other interest
whatsoever attaches to such IFE as a result of Contractor’s or any
subcontractor’s acts or omissions.
	 
	 	H.	 	Upon completion of all Work or termination of this Contract,
to return such IFE to INTELSAT at a place designated by INTELSAT and
at INTELSAT’s cost.
	 
	 	I.	 	That all import restrictions or delays are, to the best of
the Contractor’s ability, to be eliminated for IFE. Problems with
IFE shipments are to be resolved by the Contractor or its agents
when the shipments are arranged by the Contractor.
	 
	 	J.	 	That in no event will INTELSAT be liable for special,
indirect or consequential damages, or any damage whatsoever to
property, related to or arising from the use of such IFE by CSIR.
	 
	 	K.	 	Any delay by INTELSAT in the furnishing of such IFE shall not
excuse the Contractor for its failure to fulfill any of its
obligations under this Contract except to the extent such failure is
solely attributable to such delay.



ARTICLE 21. Confidentiality




     Except as INTELSAT’s authorized representative may otherwise consent in
writing, Contractor shall not disclose at any time to any third party, any
information which may be disclosed to the Contractor by INTELSAT or any of its
officers, agents, servants, employees, other contractors or subcontractors in
connection with this Contract. The foregoing obligation shall not be
applicable to such information which the contractor can establish was already
in or comes into Contractor’s lawful possession independent of disclosure in
connection with this Contract.


 


	 	 
	 	

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ARTICLE 22. Correspondence




     All notices, reports, and other correspondence, except invoices, shall be
addressed as follows:


     If to INTELSAT:



	 	 	 	International Telecommunications

Satellite Organization (INTELSAT)

3400 International Drive, N. W.

Washington, D. C. 20008-3098
	 
	 	 	 	Attn: Contracts Department

               Box No. 25



     If to Contractor:



	 	 	 	CSIR

Meiring Naude Road

Scienta, Pretoria

0002

South Africa



     All invoices shall be addressed as follows:



	 	 	 	International Telecommunications

Satellite Organization (INTELSAT)

3400 International Drive, N. W.

Washington, D. C. 20008-3098
	 
	 	 	 	Attn: Accounts Payable

          Box 14B



ARTICLE 23. Reporting of Payments





	 	A.	 	The Contractor agrees to provide to INTELSAT any and all
information concerning any form of inducement or payment, with a
value exceeding ******** (“gratuity”) which is given, directly or
indirectly, at any time, by or on behalf of the Contractor to any
INTELSAT Official in connection with this Contract. If the value of
this Contract exceeds********, the Contractor shall also cause its
firm of independent certified public accountants to certify to the
internal auditor of
INTELSAT annually that all such information known to such firm has
been so provided.



 


	 	 
	 	

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	 	B.	 	If INTELSAT determines that any such gratuity has been given
for the purpose of obtaining this Contract or favorable treatment
under this Contract, INTELSAT shall be entitled to treat the giving
of such gratuity as a material breach of this Contract, and to
terminate this Contract for cause and to receive from the
Contractor, punitive damages in addition to any other damages.
	 
	 	C.	 	The rights and remedies of INTELSAT under this Article are in
addition to any other rights and remedies provided by law or under
this Contract.
	 
	 	D.	 	For the purposes of this Article, “INTELSAT Official”
includes any officer, agent, servant or employee of INTELSAT, its
Signatories, or its Parties, and any person accredited to attend
meetings of INTELSAT organs.



ARTICLE 24. Year 2000 Compliance




     Contractor represents and warrants that all Deliverable Items, including
goods and/or services required under this Contract, delivered pursuant to,
generated under or associated with this Contract shall be Year 2000 compliant
for the life of the item. Year 2000 Compliance shall be defined as the ability
to accurately generate, display, store, retrieve, and process an 8-digit
“day-month-year” date (4-digit year) data (including, but not limited to,
calculating, comparing and sequencing) from, into, and between the twentieth
and twenty-first centuries, including leap year calculations. Year 2000
Compliance shall apply, but not be limited to computer operating systems,
software application programs, databases, interface systems and devices,
reports, hardware systems, firmware, and any date-dependent electronic devices
incorporated in or utilized by the Deliverable Item(s) herein.


     Promptly after receipt of written notification from INTELSAT that the
Deliverable Item(s) under this Contract is not Year 2000 compliant, and in
accordance with INTELSAT’s written instructions, Contractor shall correct,
repair or replace, at INTELSAT’s sole option and at Contractors’ sole expense,
the non-conformance so as to comply with the above warranty. The
rights and remedies of INTELSAT provided in this Article are in addition to any
other rights and remedies available at law or at equity or under this Contract.


 


	 	 
	 	

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     Notwithstanding anything to the contrary in this Contract, this Article
and the warranty provided herein is in addition to the Warranty provisions
contained in this Contract and shall survive termination or expiration of this
Contract.


ARTICLE 25. General




     This Contract shall be governed by the laws of the District of Columbia,
U.S.A.



	 	A.	 	No failure or delay on the part of any party in exercising
any right, power or privilege hereunder shall operate as a waiver
thereof, nor shall any single or partial exercise of any right,
power or privilege preclude any other or further exercise thereof,
or the exercise of any other right, power or privilege. The rights
and remedies herein expressly provided are cumulative and not
exclusive of any rights or remedies which the parties would
otherwise have.
	 
	 	B.	 	No indulgence, leniency or extension of time which any party
(‘the grantor’) may grant or show to the other/s shall in any way
prejudice the grantor or preclude the grantor from exercising any of
its rights in the future.
	 
	 	C.	 	The headings appearing in this agreement have been used for
reference purposes only and shall not affect the interpretation of
this agreement.
	 
	 	D.	 	If any clause or term of this agreement should be invalid,
unenforceable or illegal, then the remaining terms and provisions of
this agreement shall be deemed to be severable therefrom and shall
continue in full force and effect unless such invalidity,
unenforceability or illegality goes to the root of this agreement.
	 
	 	E.	 	All parties shall pay their own costs relating to the
preparation and settlement of this agreement.
	 
	 	F.	 	This agreement shall be for the personal benefit of each of
the parties and may not be assigned in whole or in part by any party
without the prior consent of the other parties, except that a
party’s interest shall be assignable without the consent of the
others in pursuance of any merger, consolidation or reorganization
or voluntary sale or transfer of all or substantially all the
assigning party’s assets where the merged, consolidated or
reorganized corporation or entity resulting therefrom or



 


	 	 
	 	

	 	Intel-2392
	 	Page 14








 




	 	 	 	the
transferee of such sale or transfer has the authority and power
effectively to perform that party’s obligations to the other under
this agreement.



     The following provisions shall survive the expiration or termination of
this Contract:



	 	A.	 	Article 9, Agreement to Indemnify, Hold Harmless and Defend
	 
	 	B.	 	Article 13, Indemnification for Taxes and Duties
	 
	 	C.	 	Article 16, Arbitration
	 
	 	D.	 	Article 18, Assignment
	 
	 	E.	 	Article 19, Public Release of Information
	 
	 	F.	 	Article 20, INTELSAT Furnished Equipment (IFE)
	 
	 	G.	 	Article 21, Confidentiality
	 
	 	H.	 	Article 23, Reporting of Payments
	 
	 	I.	 	Article 24, Year 2000 Compliance
	 
	 	J.	 	Article 25, General
	 
	 	K.	 	Article 26, Entire Agreement



ARTICLE 26. Entire Agreement



     This Contract (1) consists of this document and Exhibit A, (2) constitutes
the entire agreement of the Parties with respect to the subject matter hereof,
and (3) supersedes all prior correspondence, representations, proposals,
negotiations, understandings, and agreements of the Parties, oral or written,
with respect to the subject matter hereof. No addition to, deletion of, or
deviation from the provisions of this Contract shall be binding against
INTELSAT unless in writing and signed by an INTELSAT authorized representative
or against Contractor unless in
writing and signed by an authorized representative of Contractor. To the
extent of any inconsistency in the provisions of this Contract, the following
order of precedence shall apply:



	 	(i)	 	This document
	 
	 	(ii)	 	Exhibit A



     Each party acknowledges that it has read, understands and agrees to be
bound by the provisions of this Contract.


 


	 	 
	 	

	 	Intel-2392
	 	Page 15








 



     IN WITNESS WHEREOF, the Parties have, as their free acts and deeds, caused
this Contract to be executed by their respective duly authorized
representative.



	 	 	 	 	 	 	 
	 	 	
CSIR
	 	 	 	International Telecommunications
	 	 	 	 	 	 	Satellite Organization
	 	 	
(“Contractor”)
	 	 	 	(“INTELSAT”)
	 	 	 	 	 	 	 
	By:	 	
s/s Renier Baltt
	 	By:
	 	s/s Donald L. Bridwell
	 	 	


	 	 	 	

	 	 	
(Signed)
	 	 	 	(Signed)
	 	 	 	 	 	 	 
	 	 	
Renier Balt
	 	 	 	Donald L. Bridwell
	 	 	


	 	 	 	

	 	 	
(Typed)
	 	 	 	(Typed)
	 	 	 	 	 	 	 
	Title:	 	
Program Manager
	 	Title:
	 	Director of Procurement
	 	 	 	 	 	 	 
	Date:	 	
17 November 2003
	 	Date:
	 	22 November 2003



 


	 	 
	 	

	 	Intel-2392
	 	Page 16








 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392




STATEMENT OF WORK



FOR



MONITORING SERVICES AND THE NECESSARY FACILITY DEVELOPMENT IN

SUPPORT OF THESE SERVICES



Establishment, Operation and Maintenance at CSIR, S.A Facilities



 


	 	 








 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392





TABLE OF CONTENTS




	 	 	 	 	 	 
	I. SYSTEM DESCRIPTION
	 	 	1	 
	II. SCOPE OF WORK
	 	 	1	 
	III. CUSTOMER FURNISHED EQUIPMENT (CFE)
	 	 	2	 
	IV. DELIVERABLES
	 	 	2	 
	V. DETAILED SPECIFICATIONS
	 	 	3	 
	 	A. GENERAL
	 	 	3	 
	 	B. ELECTRICAL INTERFACE SPECIFICATIONS FOR KU BAND SYSTEM
	 	 	3	 
	 	C. ELECTRICAL INTERFACE SPECIFICATIONS FOR C BAND SYSTEM

	 	 	4	 
	 	
D. ELECTRICAL INTERFACE SPECIFICATIONS FOR RSAN SYSTEM
	 	 	4	 
	 	E. SYSTEM VERIFICATION TEST OF KU BAND ANTENNA
	 	 	4	 
	VI. OPERATION AND MAINTENANCE
	 	 	5	 
	VII. SYSTEM AVAILABILITY
	 	 	6	 
	VIII. ANTENNA AVAILABILITY
	 	 	7	 
	IX. SERVICE COMMENCEMENT DATE
	 	 	7	 
	X. PERIOD OF PERFORMANCE
	 	 	7	 



 


	 	 








 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392




I.     SYSTEM DESCRIPTION


     This Statement of Work (SOW) defines the requirements for an INTELSAT
owned Remote Spectrum Analyzer Network (RSAN) carrier monitoring system
accessing the receive outputs of one Ku band antenna located at CSIR, S.A
facility and one C band antenna, owned by INTELSAT, located at the Telkom Earth
Station, South Africa. The Ku band antenna will be used to monitor the spot 3
beam on the 66° satellite.


II.     SCOPE OF WORK



	 	A.	 	The scope of this SOW is to obtain RSAN monitoring
capabilities on the downlink beams of the steerable Ku band antenna
located at CSIR facility in South Africa and the INTELSAT C band
antenna located at Telkom facility, South Africa. It should be noted
that the C band system is already connected to the RSAN system, but
requires a new inter-facility link to the spectrum analyzer in the
Telkom control room. The Ku band antenna will be used to monitor the
spot 3 beam on the 66° satellite.
	 
	 	B.	 	In addition to providing the actual Ku band RF reception
service, the contractor shall perform the following tasks to provide
connectivity between RSAN equipment currently installed at the
Telkom, S.A facility at Pretoria and the CSIR antenna:




	 	•	 	Lay a fiber optic cable from the CSIR Ku band
antenna feed to the control room of the Telkom, S.A facility
at Hartebeeshoek, Pretoria. All the hardware associated with
this task is to be procured by the vendor.
	 
	 	•	 	Lay a fiber optic cable from the shelter of the
INTELSAT antenna to the control room of the Telkom, S.A
facility at Hartebeeshoek, Pretoria. All the hardware
associated with this task is to be procured by the vendor.




	 	C.	 	Contractor shall provide:





	 	1.	 	All deliverables as defined in Section IV of this
SOW.
	 
	 	2.	 	Integration services of the necessary RF
inter-connect equipment into Contractor provided, INTELSAT and
Telkom facilities (one-time integration) and disassembly
services of the same equipment at the



1






 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392







	 	 	 	Contractor’s Ku band
facilities on conclusion of the contract. The latter excludes
removal of any cabling between the contractor’s site and the
Telkom earth station.




	 	D.	 	The CSIR Ku band antenna connected to the RSAN system shall
comply with the relevant INTELSAT IESS documents. The Contractor Ku
band antenna facilities are expected to provide a yearly
availability of 99.5%, minimum with a downtime not exceeding 4 hours
per month. This excludes use of the antenna for other contractor
functions and for preventative maintenance activities. Contractor to
estimate the amount of time in a year that the antenna will not be
available for use by INTELSAT.



III. Customer Furnished Equipment (CFE)


The following equipment shall be provided by INTELSAT as CFE:



	•	 	***
	 
	•	 	***
	 
	•	 	***



On completion of the installation and testing phase, all equipment procured by
the CSIR for the interconnection of the facilities will be transferred to
INTELSAT’s asset register and wholly owned by INTELSAT.


IV.     DELIVERABLES


     Contractor shall provide:



	 	1.	 	All on-site integration support and installation hardware to
connect the INTELSAT RSAN equipment of the Telkom, S.A facility at
Pretoria to the CSIR antenna and the INTELSAT C band antenna This
connection shall be for receive only RF on both C and Ku bands.
	 
	 	2.	 	Test plan and test results of System Verification tests
within 30 days after integration and installation of the fiber optic
link equipment (reference paragraph V.E 1-3 “System Verification
Tests”).



2






 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392





	 	3.	Two weeks after EDC the contractor shall provide the
following documentation:
	 
	 	 	a.	 	Name, telephone, FAX number and email address of person(s)
responsible who would be the contact person for the RSAN system.
	 
	 	 	b.	 	A marked up existing site configuration drawing showing
location and interconnection of RSAN equipment with earth station
systems.
	 
	 	 	c.	 	Interface point in the Telkom S.A site that terminates at or
adjacent to the INTELSAT provided equipment as defined in section
III.



V.     DETAILED SPECIFICATIONS


A.     GENERAL



	 	 	 	The hardware necessary to integrate INTELSAT furnished equipment
into the earth station receiving chain shall meet the electrical,
mechanical and environmental specifications as provided in
Paragraphs B and C, respectively, and conform to the local
regulations.



B.     ELECTRICAL INTERFACE SPECIFICATIONS FOR KU BAND SYSTEM



	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***



3






 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392







	 	 	 	****
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***
	 
	 	 	 	***



C. ELECTRICAL INTERFACE SPECIFICATIONS FOR C BAND SYSTEM



(We need to know the following to enable us to
  design the fibre system correctly) ***


	 	 	 
	Connector type:	 	
Precision N Female (INTELSAT Furnished Equipment),
	 	 	
Precision N Female (Contractor Furnished Equipment)



D. ELECTRICAL INTERFACE SPECIFICATIONS FOR RSAN SYSTEM



4






 




	 	 	 
	 	 	
Exhibit A to 

INTEL-2392




(We need to know the following to enable us to
  design the fibre system correctly)****


	 	 	 
	Connector type:	 	
Precision N Female (INTELSAT Furnished Equipment),
	 	 	
Precision N Female (Contractor Furnished Equipment)




	 	 	 
	Impedance:	 	
50 A



E.     SYSTEM VERIFICATION TESTS OF KU BAND ANTENNA



	 	 	Contractor shall perform the following tests or provide results
from previous tests, as a minimum:




	 	1.	 	Stability & Gain/Frequency Response: Tests shall
be performed to verify the requirements specified in
Paragraphs B.3, and B.6 of this section. The tests shall be
performed by using calibrated injected signals at low, mid and
high bands of the LNA and gain stability test is to be for a
minimum of 12 hours. The contractor shall perform these tests
and provide the following test results with the proposal:


Frequency Vs Gain plots, Frequency Vs gain tables, Gain
Stability plots.
	 
	 	2.	 	Input Level: Tests shall be performed to verify
the requirement specified in Paragraph B.9 of this section.
Measurement must use a HP8563E Spectrum Analyzer with a test
setup of 10 KHz resolution bandwidth and 10dB attenuation.
Measurements are to be made at the input to the RF switch
(since the fibre link and any amplifiers will affect the noise
levels)
	 
	 	3.	 	Input VSWR: Tests shall be performed to verify
the requirement as specified in Paragraph B.10 of this
section.



VI.     OPERATION AND MAINTENANCE



	 	1.	 	Contractor shall assure proper operation of
INTELSAT-furnished equipment as specified in this Statement of Work.
	 
	 	2.	 	In case of INTELSAT-furnished equipment (which equipment?)
failure, Contractor shall promptly notify INTELSAT Operations Center
(IOC) as soon as the fault is detected. INTELSAT and Contractor are
to determine mutually whether Contractor will arrange for repair of
the faulty equipment locally or await replacement from




5










 



Exhibit A to

INTEL-2392



	 	 	 	 INTELSAT. INTELSAT will reimburse Contractor the actual and
reasonable cost of packaging and transportation associated with
INTELSAT-furnished equipment.
	 
	 	3.	 	Contractor shall prepare, package, and return the INTELSAT
furnished equipment to INTELSAT within 30 days of expiration or
termination of the Contract. INTELSAT will reimburse Contractor the
actual costs of returning the equipment to INTELSAT.
	 
	 	4.	 	Contractor shall make arrangements to have staff available at
their facility 24 hours a day to provide operational support in
moving the antenna to the specified spacecraft as requested by the
operators from the INTELSAT Operations Center (IOC). INTELSAT will
provide the 11 element satellite ephemeris data on a weekly basis or
whenever there is an update.
	 
	 	5.	 	CSIR shall maintain the fibre optic systems both at the C
band, Ku band and Telkom control room sites.
	 
	 	6.	 	LRU replacement of failed components of the interconnect
equipment shall be performed during CSIR office hours (06h30 to
14h30 UTC)
	 
	 	7.	 	Contractor to ensure that the necessary spares are kept on
site to ensure a Mean Time To Repair of less than 15 hours in all
cases. This excludes physical damage to the fibre cable. In such
cases, repair of the cable is expected to take between three and
five days.



VII. SYSTEM AVAILABILITY




	 	1.	 	Contractor provided facilities (earth terminal and RF
communications links) are expected to have an overall yearly
monitoring availability of ***, minimum with a downtime not
exceeding 4 hours per month. This excludes antenna unavailability
periods as described in section II.D.
	 
	 	2.	 	Contractor shall not be responsible for system downtime
caused by:




	 	(i)	 	Non -availability or malfunction of INTELSAT
satellite.
	 
	 	(ii)	 	Non-availability or malfunction of INTELSAT
furnished equipment.



6






 






Exhibit A to

INTEL-2392



	 	(iii)	 	Turn-off by Contractor of any INTELSAT furnished
equipment upon detection of any hazardous condition in the
host station.
	 
	 	(iv)	 	Non-availability due to downtime required to
install any INTELSAT directed change or modification.



VIII. ANTENNA AVAILABILITY




	1.	 	CSIR shall inform INTELSAT of the planned usage of the Ku band antenna on
a monthly basis.
	 
	2.	 	INTELSAT shall notify CSIR via telephone when requiring services from the
Ku band antenna. CSIR shall provide this service within 5 minutes of
receiving such a notification, including moving the antenna to point at
the required spacecraft. CSIR is available to respond 24 hours a day.
	 
	3.	 	INTELSAT shall notify CSIR via telephone when services can be terminated
and to indicate when next service will be required, if such information is
available. CSIR shall then return the antenna to the stow position and
power down sub-systems.
	 
	4.	 	CSIR to keep a log of antenna usage by INTELSAT and produce a report of
such usage once a month.



IX. SERVICE COMMENCEMENT DATE




		
	 	     The Service Commencement Date (SCD) shall be within five months
after the award of contract.



X. PERIOD OF PERFORMANCE




		
	 	     The period of performance shall be five years commencing with the
SCD.




7










 



INTERNATIONAL TELECOMMUNICATIONS SATELLITE

ORGANIZATION “INTELSAT”

3400 International Drive, N.W.

Washington, D.C. 20008-3098



                        Amendment No. 1 to

                                         CONTRACT No. INTEL-2392


BETWEEN



INTERNATIONAL TELECOMMUNICATIONS SATELLITE

ORGANIZATION (INTELSAT)



and



CSIR



Hartebeesthoek, Guateng,



South Africa



for



Monitoring Services and the Necessary Facilities for the INTELSAT 66° Satellite



Date: 20 September 2000





 






 




     This Amendment No. 1 is entered into this 20 day of
September, 2000 by and between CSIR (hereinafter referred to as
“Contractor”), a corporation organized and existing under the laws of South
Africa with offices and its principal place of business located at
Hartebeesthoek, Guateng, South Africa and the International Telecommunications
Satellite Organization (hereinafter referred to as “INTELSAT”), an
international organization established by the Agreement Relating to the
International Telecommunications Satellite Organization “INTELSAT” (hereinafter
referred to as the “Agreement”) and the Operating Agreement relating thereto,
(hereinafter referred to as the “Operating Agreement”), done at Washington,
D.C. on 20 August 1971, with offices located in Washington, D.C., U.S.A.


WITNESSETH THAT:



     WHEREAS, the Parties entered into Contract INTEL-2392, dated 22 November
1999 (hereinafter referred to as the “Contract”); and


     WHEREAS, INTELSAT wishes to declare a Service Commencement Date (SCD) of
1 June 2000.


     WHEREAS, the Parties have agreed to modify Article 18 Assignment to a new
Article called Assignment and Novation;


     WHEREAS, the Parties have agreed to incorporate a new Article 25. Waiver
as to Claims Against INTELSAT Signatories or Parties to the agreement and
renumber Article 25. General to Article 26 and renumber Article 26. Entire
Agreement to Article 27;


     NOW THEREFORE, the Parties agree that Contract INTEL-2392 is hereby
amended as follows:


1.     In
Article 2. Effective Date of Contract and the Period of Performance,
delete Paragraph A. in its entirety and replace with the following:




Amendment No. 1
to
INTEL-2392
Page 1


 






 



	 	 	“A. This agreement will commence on 22 November 1999 (the Effective Date
of Contract) and will terminate upon expiration of a period of five (5)
years from the Service Commencement Date (SCD) of 1 June 2000, namely 31
May 2005; provided no options have been exercised by INTELSAT as
envisaged in Article 2B. below, and/or no other agreement has been
reached between the parties, as evidence in writing.”
	 
	2.	 	In Article 18. Assignment, by the deletion of the Article in its entirety
and substitution therefor of the following new Article:
	 
	 	 	“18. Assignment and Novation
	 
	 	 	Neither this Contract nor any of the rights, duties and obligations
of the Contractor under this Contract may be assigned, delegated or
otherwise transferred without the prior written consent of INTELSAT. Any
attempted assignment or delegation, without such consent shall be void and
without effect. INTELSAT may assign or novate this Contract or any of its
rights and obligations, including but not limited to any warranties and
indemnities, to a subsidiary or an affiliate of INTELSAT (including a
subsidiary or an affiliate established pursuant to the restructuring
efforts of INTELSAT) or to a joint venture in which INTELSAT is a majority
participant or holds at least 50% ownership interest without prior consent
by the Contractor; provided, however, that prior to any assignment or
novation, INTELSAT will notify the Contractor of such assignment or
novation and, in the case of a novation, the Contractor shall promptly
execute any required novation documentation.”
	 
	3.	 	ARTICLE 25. General, is hereby renumbered to ARTICLE 26, ARTICLE 26.
Entire Agreement, is hereby renumbered to ARTICLE 27, and a new ARTICLE
25. Waiver As To Claims Against Intelsat Signatories Or Parties is
inserted as follows:
	 
	 	 	“ARTICLE 25 Waiver As To Claims Against Intelsat Signatories Or Parties




		
	 	     Any obligations undertaken by INTELSAT pursuant to this Contract
constitutes an obligation of INTELSAT only and not of any Signatory or
Party (for the purposes of this Article, each as defined in the Agreement
Relating to the International Telecommunications Satellite Organization
“INTELSAT” and the Operating Agreement (hereinafter referred to as “the
Operating



Amendment No. 1
to
INTEL-2392
Page 2



 






 




		
	 	Agreement”) relating thereto, done at Washington, D.C., on 20 August
1971). No Signatory or Party waives any immunity to which it may be
entitled in any suit, dispute resolution procedure or other proceedings
regarding matters relating to this Contract and the Contractor will have
no recourse against any Signatory or Party with respect to any obligations
of INTELSAT under this Contract. Without limiting the generality of the
foregoing, by its acceptance of this Contract and the terms and conditions
contained herein, the Contractor: (a) acknowledges that INTELSAT has
informed Contractor that any claim, demand, request for payment or
fulfillment of any obligation arising from this Contract (and any judgment
or finding with respect thereto) does not constitute a “claim” under
Article 18 of the Operating Agreement; and (b) irrevocably waives: (i) any
rights which it may have to require INTELSAT to exercise any rights it may
have at any time under such Article 18; and (ii) any interest it may have
in any proceeds of any indemnification payment under such Article 18.”



               EXCEPT as specifically modified in Amendment No. 1 herein, all other terms
and conditions of the Contract shall remain in full force and effect.


               IN WITNESS WHEREOF, the parties have, as their free acts and deeds, caused
this Amendment No. 1 to be executed by their respective duly authorized
representatives.



	 	 	 	 	 	 	 
	 	 	
CSIR
	 	 	 	International Telecommunications
	 	 	
 
	 	 	 	Satellite Organization
	 	 	
(“Contractor”)
	 	 	 	(“INTELSAT”)
	 
	 	 	 	 	 	 	 
	 
	By:	 	
/s/ Renier Balt
	 	By:
	 	/s/Sheri S. Emery
	 	 	



	 	 	 	


	 	 	
(Signed)
	 	 	 	(Signed)
	 	 	 	 	 	 	 
	 
	 	 	
Renier Balt
	 	 	 	Sheri S. Emery
	 	 	



	 	 	 	


	 	 	
(Typed)
	 	 	 	(Typed)
	 	 	 	 	 	 	 
	 
	Title:	 	
Program Manager
	 	Title:
	 	Senior Contracts Officer
	 
	Date:	 	
12 August 2000
	 	Date:
	 	20 September 2000
	 




Amendment No. 1
to
INTEL-2392
Page 3


 









 



INTELSAT GLOBAL SERVICE CORPORATION

3400 INTERNATIONAL DRIVE, N.W.

WASHINGTON, D.C. 20008-3098




	 	 	 
	 	 	
AMENDMENT No. 2 to
	 	 	
CONTRACT No. INTEL-2392



BETWEEN



INTELSAT GLOBAL SERVICE CORPORATION)



and



CSIR



HARTEBEESTHOEK, GAUTENG,



SOUTH AFRICA



FOR



ADDITIONAL HOST STATION FACILITIES AND SERVICES (TTC & M)





 






 



     This
Amendment No. 2 is effective on the 1st day of March, 2003 by and
between CSIR (hereinafter referred to as the “Contractor”), an organization
organized and existing under the
laws of South Africa with offices and its principal place of business located
at Hartebeesthoek, Gauteng, South Africa , and Intelsat Global Service
Corporation (hereinafter referred to as Intelsat”), a Delaware Corporation,
with offices location in Washington, D.C., U.S.A.


WITNESSETH THAT:



     WHEREAS, both Parties entered into Contract INTEL-2392, dated 22 November
1999 (hereinafter referred to as the “Contract”);


     WHEREAS, pursuant to the 18 July 2001 Privatization of INTELSAT and the
Novation
Agreement entered into by and among INTELSAT, Intelsat Services Corporation and
Contractor as of 27 June 2001, the Contract was novated from INTELSAT to
Intelsat Global Service Corporation;


     WHEREAS, effective 19 July 2001, Intelsat Services Corporation officially
changed its name to Intelsat Global Service Corporation;


     WHEREAS, both Parties agree to include additional work for Host Station
Facilities and Services for TTC&M as described in the attached Exhibit B
(Statement of Work);


     WHEREAS, Intelsat agrees to modify Article 3, Charges, to add funds in the
amount of ********.


     WHEREAS,
Intelsat wishes to update Article 22, Correspondence.


Amendment No. 2
to
INTEL-2392
Page 2


 






 


     NOW THEREFORE, the Parties agree that Contract INTEL-2392 is hereby
further amended as follows:


1.     In Article 1, Scope of Work, , delete the text in its entirety and replace
with the following:


     “The Contractor shall provide the necessary facilities and perform the
required services (hereinafter referred in the aggregate as “the Work”) in
accordance with the provisions of this
Contract, including Exhibit A, and Exhibit B, Statement of Work for Additional
Host Station Facilities and Services (TTC & M), which is attached hereto and
made a part hereof as of 12 February 2003.”


2.     In Article 3, Charges, delete the text in its entirety and substitute
therefor the following new text:



	 	“A.	 	The total not-to-exceed price, including recurring and
non-recurring charges, for all work required pursuant to this Contract
is ********.
	 
	 	B.	 	For the work specified in Exhibit A, the firm fixed price including
recurring and non-recurring charges is ********. The non-recurring
charges are ********. The total recurring charges are ********
beginning at the Service Commencement Date (SCD) of 1 June 2000 for a
period of five (5) years, as follows:




	 	 	 	 	 
	 	 	Recurring Charges
	Contract Years	 	Annual Maintenance	 	Hourly Basis
	
	 	
	 	

	Year 1 of Operation	 	
********
	 	********
	Year 2 of Operation	 	
********
	 	********
	Year 3 of Operation	 	
********
	 	********
	Year 4 of Operation	 	
********
	 	********
	Year 5 of Operation	 	
********
	 	********




Amendment No. 2
to
INTEL-2392
Page 3


 






 




	 	 	 	 	 
	 	 	Recurring Charges
	Option Years	 	Annual Maintenance	 	Hourly Basis
	
	 	
	 	

	Year 6 of Operation	 	
********
	 	********
	Year 7 of Operation	 	
********
	 	********
	Year 8 of Operation	 	
********
	 	********
	Year 9 of Operation	 	
********
	 	********
	Year 10 of Operation	 	
********
	 	********




	 	C.	 	********.
	 
	 	D.	 	For the work specified in Exhibit B, Additional Host Station
Facilities and Services (TTC& M), the firm fixed price including
recurring and non-recurring charges is ********. The non-recurring
charges are ********. The total recurring charges are ********
beginning at the Service Commencement Date (SCD), and concurrent
with the period of performance of the services in paragraph B above.
The non-recurring charges are as follows:




	 	 	 
	Contract Years	 	Annual Recurring Charges
	
	 	

	Year 1 of Operation	 	
********
	Year 2 of Operation	 	
********




	 	 	 
	Option Years	 	Annual Recurring Charges
	
	 	

	Year 3 of Operation	 	
********
	Year 4 of Operation	 	
********
	Year 5 of Operation	 	
********
	Year 6 of Operation	 	
********
	Year 7 of Operation	 	
********




	 	E.	 	********.




Amendment No. 2
to
INTEL-2392
Page 4


 






 







	 	F.	 	The Contractor shall perform unexpected repair and maintenance
service on an as-needed basis as requested by Intelsat in writing, at
the rates listed below. All such work shall be authorized by Intelsat
in writing prior to commencing the work. Charges for unexpected repair
and maintenance service shall be submitted to Intelsat on a quarterly
basis. Intelsat is not liable for services rendered without its prior
written authorization. The total not to exceed amount for these
services is ********.




	 	 	 	 	 	 	 	 	 	 	 
	 	 	Year	 	Technician	 	Engineer/Project Manager	 	Administrative
	 	 	
	 	
	 	
	 	

	 	 	 	
1	 	 	********
	 	********
	 	********
	 	 	 	
2	 	 	********
	 	********
	 	********




	 	G.	 	The Contractor shall provide Optional Contractor Staff
Support as described in paragraph 4.7.2 of Exhibit B at the
following cost:




	 	 	 
	Year	 	Cost per 24 hour-day
	
	 	

	1	 	
********
	2	 	
********




	 	 	 
	Option Years	 	Annual Recurring Charges
	
	 	

	Year 3 of Operation	 	
********
	Year 4 of Operation	 	
********
	Year 5 of Operation	 	
********
	Year 6 of Operation	 	
********
	Year 7 of Operation	 	
********




	 	 	 	The total not to exceed amount for these services is ********.
	 
	 	H.	 	Intelsat may, at its sole discretion, request Contractor to
purchase furniture for the Operation Room. ********




Amendment No. 2
to
INTEL-2392
Page 5


 






 







	3.	 	In Article 4, Deliverable Items, delete the text in its entirety and
replace with the following:




	 	“A.	 	 Deliverable Items: Items to be delivered hereunder shall
include all items to be provided to Intelsat pursuant to Exhibit A
and Exhibit B. All deliverable items shall become and remain the
property of Intelsat on completion of the system acceptance tests.
	 
	 	B.	 	Optional Deliverable Item: Intelsat may at its sole
discretion exercise the option to purchase a VSAT Terminal as
described in paragraph 3.3.1 of Exhibit B within the period of one
year from the Effective Date of this Contract. The non-recurring
cost for this option shall be ********.




	4.	 	In Article 5, Payment, delete the text in its entirety and replace with
the following:




	 	“A.	 	 The recurring charges set forth in paragraph B, and D of
Article 3 shall be paid to the Contractor in quarterly installments,
starting at the SCD, within thirty (30) days after receipt by
Intelsat of an invoice from the Contractor for full satisfactory
performance of the Work to which the charges relate. Contractor
shall submit invoices for all amounts to Intelsat on a monthly basis
in arrears.
	 
	 	B.	 	For full, satisfactory performance of the non-recurring
charges set forth in paragraph B of Article 3, the following
charges shall be paid to the Contractor as described below:




	 	1.	 	Upon placement of the order by the Contractor for
the fiber optic equipment, the Contractor shall be entitled to
payment of ********. The Contractor shall include
verification of the order placement with the invoice submitted
to Intelsat.




Amendment No. 2
to
INTEL-2392
Page 6


 






 







	 	2.	 	Upon delivery of and acceptance by Intelsat of
the Interface Control Document (ICD), the Acceptance Test Plan
and the Ku-Band Antenna System Performance Report, the
Contractor shall be entitled to payment of ********.
	 
	 	3.	 	Upon Contractor’s acceptance of the delivery of
the fiber optic cable, the Contractor shall be entitled to
payment of ********.
	 
	 	4.	 	Upon delivery of and acceptance by Intelsat of
the Integrated Inter-Facility Link Equipment Report, the
Contractor shall be entitled to payment of ********.
	 
	 	5.	 	Upon delivery of and acceptance by Intelsat of
the Acceptance Test Report, the Contractor shall be entitled
to payment of ********.
	 
	 	6.	 	Upon delivery of and acceptance by Intelsat of
the Operational Procedures Document, the Contractor shall be
entitled to payment of ********.




		
	 	     Charges shall be paid within thirty (30) days after receipt by
Intelsat of an invoice from the Contractor.




	 	C.	 	For full, satisfactory performance of the non-recurring
charges set forth in paragraph D of Article 3, the following charges
shall be paid to the Contractor as described below:




	 	1	 	 Upon execution of this Amendment No.2, the
Contractor shall be entitled to payment of ********.
	 
	 	2.	 	Upon completion and acceptance by Intelsat of the
civil works and after approval of the Frequency Licenses have
been obtained, the Contractor shall be entitled to payment of
********.
	 
	 	3.	 	Upon completion and acceptance by Intelsat of the
electrical work, and after approval of the Frequency Licenses
have been obtained, the Contractor shall be entitled to payment
of ********.




Amendment No. 2
to
INTEL-2392
Page 7


 






 







	 	4.	 	Upon completion and acceptance by Intelsat of the
infrastructure, and after approval of the Frequency Licenses
have been obtained, the Contractor shall be entitled to
payment of ********.
	 
	 	5.	 	Upon completion and acceptance by Intelsat of the
CFMA Installation, and after approval of the Frequency
Licenses have been obtained, the Contractor shall be entitled
to payment of ********.
	 
	 	6.	 	Upon completion and acceptance by Intelsat of all
testing and training and all deliverables as described in
Exhibit B, the Contractor shall be entitled to payment of
********.




		
	 	     Charges shall be paid within thirty (30) days after receipt by
Intelsat of an invoice from the Contractor.




	 	D.	 	Payment of additional amounts as provided for under paragraph
C of Article 3 shall be made within thirty (30) days of receipt by
Intelsat of an invoice from the Contractor supported by a certified
break-down and copies of documents evidencing the expenditure
involved. Such invoices shall be submitted to Intelsat on a
quarterly basis beginning three (3) months after the Effective Date
of Contact (EDC) and shall cover all charges incurred during the
immediately preceding three-month period.
	 
	 	E.	 	Intelsat may suspend or reduce payments under this Contract
upon written notice to the Contractor, if, and for such period of
time, as the Contractor has failed to perform any of its obligations
in a timely manner or to comply with any provision of the Contract
except, however, where such failure or non-compliance is directly
and solely caused by a failure of Intelsat to perform any of its
obligations in a timely fashion in accordance with the requirements
of this Contract. In order to exercise this provision, Intelsat
must provide the Contractor with no less than fourteen (14) days
written notice of its intent to suspend or reduce payments, and the
reasons for




Amendment No. 2
to
INTEL-2392
Page 8


 






 




	 	 	 	which it has based its decision to do so, and the
Contractor must have failed (i) to perform the specified obligations
within the time specified herein; (ii) to comply with any of the
provisions of this Contract; or (iii) to make progress so as to
ensure performance of or compliance with this Contract in accordance
with its terms, and such failure is not cured within ten (10) days
from the date of such notice.”



     5.     In Article 5, Payment, In Article 22, Correspondence, delete the text
in its entirety and replace it with the following:



		
	 	     “All notices, reports and other correspondence, except invoices,
shall be addressed as follows:




	 	 	 
	If to Intelsat:
	 
	 	 	
Intelsat Global Service Corporation
	 	 	
3400 International Drive, N.W.
	 	 	
Washington, D.C. 20008-3006, U.S.A.
	 	 	
Attn: Contracts Officer
	 	 	
     Contracts Dept. Box 25
	 	 	 
	If to Contractor:
	 
	 	 	
CSIR Satellite Applications Centre
	 	 	
Building 43
	 	 	
Meiring Naude Drive
	 	 	
Brummeria
	 	 	
Pretoria 0001
	 	 	 
	All invoices
should be
addressed
as follows:
	 
	 	 	
Intelsat Global Service Corporation
	 	 	
3400 International Drive, N.W.
	 	 	
Washington, D.C. 20008-3006
	 	 	
Attention: Accounts Payable




Amendment No. 2
to
INTEL-2392
Page 9


 






 




	 	 	 
	 	 	
Box 14B”



     EXCEPT as specifically modified in Amendment No.2 herein, all other terms
and conditions of the Contract shall remain in full force and effect.


     IN WITNESS WHEREOF, the Parties have, as their free acts and deeds, caused
this Amendment No. 2 to be executed by their respective duly authorized
representatives.



	 	 	 	 	 	 	 
	 	 	
CSIR
	 	 	 	Intelsat Global Service Corporation
	 	 	
(“Contractor”)
	 	 	 	(“Intelsat”)
	 	 	 	 	 	 	 
	By:	 	
/s/ Roy Blatch
	 	By:
	 	/s/ Elizabeth Scheid
	 	 	


	 	 	 	

	 	 	
(Signed)
	 	 	 	(Signed)
	 	 	 	 	 	 	 
	 	 	
Roy Blatch
	 	 	 	Elizabeth Scheid
	 	 	


	 	 	 	

	 	 	
(Typed)
	 	 	 	(Typed)
	 	 	 	 	 	 	 
	Title:	 	
Program Manager
	 	Title:
	 	Senior Manager Procurement
	 	 	 	 	 	 	Department
	 	 	 	 	 	 	 
	Date:	 	
8 April 2003
	 	Date:
	 	15 April 2003




Amendment No. 2
to
INTEL-2392
Page 10



 










 



EXHIBIT B TO INTEL-2392



INTELSAT GROUND NETWORK



Additional Host Station Facilities and Services



(TTC&M)



Statement of Work



Version 2.4



01 April 2003



INTELSAT PROPRIETARY



This document is proprietary to Intelsat and must be treated on a confidential
basis. It may be used solely for Intelsat purposes. Use or disclosure of this
document, or the information contained herein, for any other purpose is not
permitted without prior written authorization.



 






 



EXHIBIT B to INTEL – 2392



	 	 	 
	DOCUMENT CONTROL DATA	 	 
	PROJECT	 	
DOCUMENT ID
	     -      Intelsat Future Ground Network	 	
     -      Statement of Work
	      - 	 	 
	CONTRACT NUMBER (IF APPLICABLE)	 	
PREPARED BY
	     -	 	
     -      Intelsat Project Team
	DOCUMENT TITLE	 	 
	     -      Intelsat Future Ground Network Statement of Work	 	 
	     - 	 	 
	DOCUMENT VERSION	 	
DOCUMENT VERSION DATE
	     -      2.4	 	
     -      01 APRIL 03
	 	 	     - 
	DOCUMENT WEB LOCATION	 	
DOCUMENT FILE LOCATION
	     -      N/A	 	
     -      N/A
	     - 	 	 
	PRIMARY AUTHORS	 	 
	     -      F Proano	 	 
	     - 	 	 




Page 2 of 42






 






	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



TABLE OF CONTENTS




	 	 	 	 	 	 	 
	1.
	INTRODUCTION
	 	 	6	 
	 	1.1
	Reference documents:
	 	 	6	 
	 	1.2
	DEGREE OF COMPLIANCE REQUIRED
	 	 	6	 
	2.
	 SYSTEM OVERVIEW
	 	 	7	 
	 	2.1 
	Existing TTC&M Network
	 	 	7	 
	 	2.2
	TTC&M Network Operational Concepts
	 	 	7	 
	 	2.3
	Central Control
	 	 	8	 
	 	2.4 
	DEFINITION OF CONTRACT PHASES
	 	 	8	 
	 	2.5
	Implementation Phase
	 	 	9	 
	 	2.6
	Pre-operational Phase
	 	 	9	 
	 	2.7
	Operational Phase
	 	 	9	 
	3. 
	DELIVERABLES
	 	 	10	 
	 	3.1
	Baseline
	 	 	10	 
	 	3.2 
	Intelsat responsibilities
	 	 	12	 
	 	 	3.2.1     Intelsat Furnished Equipment
	 	 	12	 
	 	 	3.2.2     Intelsat provided services and documentation
	 	 	12	 
	 	3.3
	Options
	 	 	13	 
	 	 	3.3.1     Provision of VSat antenna
	 	 	13	 
	 	 	3.3.2      Transfer Orbit Services
	 	 	13	 
	4.
	HOST STATION REQUIREMENTS
	 	 	14	 
	 	4.1
	Site layout
	 	 	14	 
	 	 	4.1.1     General
	 	 	14	 
	 	 	4.1.2      Roads, access paths
	 	 	14	 
	 	 	4.1.3      Layout
	 	 	14	 
	 	4.2
	Frequency bands
	 	 	15	 
	 	4.3 
	Environment
	 	 	15	 
	 	4.4
	Facilities
	 	 	16	 
	 	 	4.4.1      Power Supply
	 	 	16	 
	 	 	4.4.2      Equipment space
	 	 	17	 
	 	 	4.4.3      Office space
	 	 	18	 
	 	 	4.4.4      Communications requirements
	 	 	18	 
	 	 	4.4.5      Security Systems
	 	 	18	 



Page 3 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	 	 	 	 	 
	 	 	4.4.6      Miscellaneous Activities
	 	 	19	 
	 	4.5 
	Support services
	 	 	19	 
	 	4.6 
	 Integration and test support
	 	 	19	 
	 	 	4.6.1     Staff Support
	 	 	19	 
	 	 	4.6.2     Other Support
	 	 	20	 
	 	4.7 
	 System operations support
	 	 	21	 
	 	 	4.7.1     Baseline Contractor Staff Support
	 	 	21	 
	 	 	4.7.2     Optional Contractor Staff Support
	 	 	21	 
	 	 	4.7.3     Baseline Operations and Maintenance Support
	 	 	21	 
	 	 	 	4.7.3.1     Routine Operations Support
	 	 	21	 
	 	 	 	4.7.3.2     Maintenance and Troubleshooting Support
	 	 	22	 
	4.7.3.2.1 
	 	 	Preventative and Corrective/Emergency
Maintenance
	 	 	22	 
	4.7.3.2.2 
	 	 	Other assistance
	 	 	23	 
	 	 	 	4.7.3.3     Response time
	 	 	23	 
	 	 	 	4.7.3.4     IFE Repair Support
	 	 	24	 
	 	 	 	4.7.3.5     CFE Spare Parts
	 	 	24	 
	4.7.3.5.1 
	 	 	Store management
	 	 	24	 
	 	 	 	4.7.3.6     Modifications
	 	 	24	 
	 	 	 	4.7.3.7     Calibration
	 	 	25	 
	 	 	4.7.4     Emergency Operations 
	 	 	25	 
	 	 	 	4.7.4.1     On-call Support
	 	 	25	 
	 	 	4.7.5     Quality Management 
	 	 	25	 
	 	4.8 
	OTHER SUPPORT SERVICES
	 	 	26	 
	 	 	4.8.1     Reporting Requirements
	 	 	26	 
	 	 	 	4.8.1.1     Scheduled Downtime
	 	 	26	 
	 	 	 	4.8.1.2     Emergency Downtime
	 	 	26	 
	 	 	4.8.2     Retirement of obsolete IFE
	 	 	26	 
	 	4.9 
	Governmental permits and approval support
	 	 	26	 
	 	 	4.9.1     General
	 	 	26	 
	 	 	4.9.2     Operating Approvals
	 	 	27	 
	 	 	4.9.3     Import/Export Assistance
	 	 	27	 
	 	 	4.9.4     Construction Permits and Licenses
	 	 	27	 
	 	 	4.9.5     Visa and Work Permits
	 	 	27	 
	 	4.10 
	 Availability
	 	 	27	 
	 	4.11 
	 Reliability
	 	 	28	 
	 	4.12 
	 Documentation
	 	 	28	 
	 	4.13 
	 Training
	 	 	29	 



Page 4 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	

Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	 	 	 	 
	 	4.14
	Customer Undertakings
	 	 	30	 
	 	4.15
	Establishment of 2 diversified full
duplex, communications carriers dedicated to the
TTC&M services and associated management services
	 	 	30	 
	 	 	4.15.1      Main circuit:
	 	 	30	 
	 	 	4.15.2      Alternate circuit:
	 	 	30	 
	 	4.16
	Test Equipment
	 	 	31	 
	5.
	PROJECT MANAGEMENT REQUIREMENTS
	 	 	31	 
	 	5.1
	Introduction
	 	 	31	 
	 	5.2 
	Project Management
	 	 	31	 
	 	 	5.2.1      Management Plan
	 	 	31	 
	 	 	5.2.2      Product Assurance/Quality Assurance Plan
	 	 	32	 
	 	 	5.2.3     Management Organization
	 	 	32	 
	 	5.3 
	Schedule and Phases
	 	 	32	 
	 	 	5.3.1      Milestones
	 	 	32	 
	 	5.4 
	Civil Engineering Activities
	 	 	33	 
	 	5.5
	IFE INTEGRATION AND TEST
	 	 	33	 
	 	5.6 
	Testing Activities
	 	 	34	 
	 	5.7 
	Acceptance
	 	 	34	 
	 	 	5.7.1      Preliminary Acceptance
	 	 	34	 
	 	 	5.7.2      Final Acceptance
	 	 	34	 
	 	5.8
	SERVICE COMMENCEMENT DATE
	 	 	35	 
	 	5.9 
	Audit/Inspection
	 	 	35	 
	 	5.10
	Installation
	 	 	35	 
	 	5.11
	Documentation Management
	 	 	35	 
	6. 
	GLOSSARY OF TERMS
	 	 	36	 
	ANNEX 1: CONTRACT DOCUMENTS REQUIREMENTS LIST (CDRL)
	 	 	38	 
	ANNEX 2: SKILL SETS FOR OPERATIONS AND MAINTENANCE LOCAL HIRED STAFF
	 	 	40	 
	FIGURES	 
	Figure 1 TTC&M Network Topology	 	 	
9	 
	Figure 2 Overview of the required services	 	 	
10	 



Page 5 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



1. INTRODUCTION




	 	 	This statement of Work (SOW) defines the requirements for placement
of a TTC&M Facility to support Intelsat requirements for ranging,
telemetry, control and monitor of satellites in geostationary orbit
during the period of performance.
	 
	 	 	The term “Facility” refers’ to all the equipment including associated
software, spare parts, supplies and manuals, required under this SOW
to be provided by the Contractor for carrying out the required
services including operation and maintenance of Intelsat Furnished
Equipment (IFE), but does not include the procurement or provision of
such IFE, including associated software, spare parts, supplies and
manuals, except as expressly required under this SOW. IFE is defined
to include any equipment provided by Intelsat to Contractor under
this or any previous TTC&M Service Contract.
	 
	 	 	The SOW specifies the contract phases, the Work to be performed, the
period of performance and the system configuration to be implemented
at the Facility.
	 
	 	 	The Contractor shall perform the Work in three phases: (i)
Implementation Phase, (ii) Pre-operational Phase, and (iii)
Operational Phase.
	 
	 	 	Lack of mention of any tasks or equipment in this Statement of Work
does not in any way relieve the Contractor of the responsibility for
the identification and performance of all tasks and provision of
equipment necessary to provide Intelsat with an operational system.
The TTC&M station shall meet the requirements referenced in the TTC&M
Earth Station Technical Requirements document.



1.1 Reference documents:




	 	 	INTELSAT Earth Station Standards (IESS), Document IESS-101 with
particular reference to the IESS Nos. 201, 205, 206, 308 and 309,
with revisions current at the Effective Date of Contract (EDC).



1.2 DEGREE OF COMPLIANCE REQUIRED




	 	 	The degree of compliance required with this SOW and with the
technical requirements provided in this SOW is defined as follows:
	 
	 	 	“shall ()” indicates that absolute compliance by the Bidder is
required. Any exceptions taken (e.g., to propose better alternatives)
must be explained and are subject to approval by Intelsat. Bracketed
numbers allow tracking by Intelsat.
	 
	 	 	“will” indicates clarifying information to describe the
responsibilities assumed and/or actions to be taken by Intelsat
including provision of information, documentation, hardware,
software, etc.



Page 6 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392







	 	 	“should” indicates Intelsat’s preference. Use of an alternate
approach by the Contractor is permitted but must be justified.
	 
	 	 	“may” indicates areas in which an alternate approach by the Bidder is
acceptable.



2. SYSTEM OVERVIEW



2.1 Existing TTC&M Network



	 	 	Intelsat operates an existing TTC&M ground network for the launch,
control and monitoring of its communications satellites. In addition
to Intelsat headquarters (HQ) and a separate backup control facility
in the USA, the existing ground network consists of six TTC&M
stations and a number of other stations dedicated to transponder
monitoring. The six TTC&M stations are located in Paumalu, Hawaii;
Clarksburg, Maryland; Fucino, Italy; Raisting, Germany; Beijing,
China; and Perth, Australia. *********************



***************************



***********************************




	 	 	For each of the existing TTC&M stations, a Contractor/earth station
owner has provided the earth station facilities and infrastructure
(land, buildings and redundant electrical power supply station
security, etc.) as well as most of the antenna systems. Intelsat has
provided the uplink and downlink equipment and software required to
perform Telemetry, Command and Ranging services. Intelsat has also
provided the Monitoring equipment and In-Orbit-Test (IOT) equipment,
Time & Frequency reference, and Multiplex/Frame Relay equipment
required for the communications links between the station and HQ.
Thus the interface point between the existing host earth station and
Intelsat-furnished equipment is at RF in the transmit and receive
paths.
	 
	 	 	The existing TTC&M earth stations were implemented through the
services of various contractors and vendors of antenna systems.



2.2 TTC&M Network Operational Concepts




	 	 	The TTC&M Network performs a broad range of essential support tasks,
including:
	 
	 	 	a. Satellite telemetry data gathering and analysis.




Page 7 of 42








 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	b.	 	Satellite tracking and ranging for orbital
determination.
	 
	 	c.	 	Commanding for station keeping, payload
configurations, and other satellite subsystems management.
	 
	 	d.	 	Launch and transfer orbit operations.
	 
	 	e.	 	Monitoring for communication performance and system
problems.
	 
	 	f.	 	Reserved.
	 
	 	g.	 	Transmitter Locator System (TLS)



2.3 Central Control




	 	 	 	****************************************
	 
	 	 	 	****************************************.



2.4 DEFINITION OF CONTRACT PHASES




	 	 	 	The scope of work addressed in this SOW is the provision of Host
Station facilities and services for housing TTC&M Intelsat Furnished
Equipment.







Figure 1: Overview of the required services



Page 8 of 42






 






	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	The required services under this contract cover three phases:



2.5 Implementation Phase




	 	 	 	This phase covers all activities associated with the implementation,
i.e., the planning, manufacturing, installation, verification
testing, and acceptance testing of the Facility and starts on the
Effective Date of Contract (EDC), and shall be completed at the
Facility Completion Date (FCD). Acceptance testing shall be performed
to verify compliance in accordance with the requirements stated
herein.
	 
	 	 	 	The TTC&M Facility shall be Ready for Inspection and Acceptance
Testing (RFA) by Intelsat no later than sixty (60) days prior to the
stated Facility Completion Date. The Contractor shall give Intelsat
thirty (30) days written notice that the Facility is ready for
inspection and acceptance test
	 
	 	 	 	A TTC&M station is capable of providing TTC services but also
includes facilities to provide monitoring services as Communication
Systems Monitor (CSM), Remote Spectrum Analyzer (RSAN), Transmitter
Locator System, and In-Orbit-Test (IOT).



2.6 Pre-operational Phase




	 	 	 	This phase covers all activities related to the installation and
integration of INTELSAT Furnished Equipment (IFE) with the Facility
and the Contractor Furnished Equipment (CFE) including test
activities required to verify the integration and proper operation
within the ground network and with the SCC. The integration of the
Facility into the Ground Network shall commence on the date defined
as Ready for Network Integration (RNI).
	 
	 	 	 	The Pre-Operational Phase shall commence on the FCD and shall end
when the Facility has been implemented in accordance with the
technical performance specifications herein and completed its
integration into the Network in a satisfactory operational condition
on the Service Commencement Date (SCD).



2.7 Operational Phase




	 	 	 	The start of this phase shall be the SCD, which will follow
completion of the Implementation, and Pre-operational Phases defined
above. Intelsat shall determine the (SCD). Prior to the SCD, the
Contractor shall take the steps necessary to prepare and staff the
Facility as stated in Section 4.5.
	 
	 	 	 	Beginning on the SCD and continuing throughout the remainder of the
period of performance, the Contractor shall provide, operate and
maintain for Intelsat, on a twenty-four (24) hours per day, seven (7)
days per week basis, the Facility meeting all requirements and
specifications as defined in Sections 4.7 and 4.8.
	 
	 	 	 	The period of performance is five years with an additional five-year
optional period.



Page 9 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



3. DELIVERABLES



3.1 Baseline



	 	The Contractor shall (1) provide the following:




	 	1.	 	Land available to Host an Intelsat owned TTC&M
teleport Antenna and physical space at the host station premises
for the installation and operation of the IFE as outlined in
Section 4 of this SOW.
	 
	 	2.	 	Civil work.
	 
	 	 	 	Contractor shall (1) install the cable trenches and ducts required
to link the CFMA antenna to the main building.
	 
	 	 	 	Contractor shall (2) provide roads and access roads specified in
Section 4.1.2
	 
	 	 	 	Contractor shall (3) provide civil engineering activities as
specified in Section 5.4
	 
	 	 	 	Vertex shall (4) be responsible for all antenna and shelter civil
works with this task being fully supported by the SAC,
specifically:
	 
	 	 	 	a. Water provision – required for both building purposes and to
provide water to the shelter humidifiers.
	 
	 	 	 	b. Assistance with site security access for Vertex contractors
	 
	 	 	 	c. Assist with site establishment eg. Provision of temporary
power, shelter for building materials etc
	 
	 	 	 	d. Site Clean-up
	 
	 	 	 	e. Planning in terms of landscaping of the site.




	 	3.	 	Host Station facilities upgrade:




	 	•	 	Then Host Station facility shall(1) provide the following:
	 
	 	•	 	Necessary buildings and/or equipment shelters.
	 
	 	•	 	Shelter for spare parts s and manuals next to
the new antenna shelter and desk furniture for the IFE
computer and server systems.
	 
	 	•	 	Essential CFE consumable spare parts to
maintain the normal operation, per the Availability
requirements specified herein, of the earth station for one
year from system Final Acceptance.



Page 10 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	•	 	Intelsat shall (2) be able to install One (1)
CFMA (C band Full Motion Antenna) and associated equipment to
provide TTC&M services.
	 
	 	•	 	Support integration of the CFMA antenna to the
upgraded Intelsat provided M&C system.
	 
	 	•	 	Secure, adequate and environmentally controlled
storage facilities for spares (IFE);
	 
	 	•	 	Necessary augmentation of the station
electrical power subsystem (UPS and non-UPS power);
	 
	 	•	 	Interfacility links between the antenna systems
and the existing and Intelsat provided buildings & shelters,
including cable trenches and ducts;
	 
	 	•	 	Provide the necessary power breakers that will be required in the
control building.
	 
	 	•	 	Install the necessary AC utility and technical
power cables on the cable trenches and ducts between the
antenna system and the existing buildings and/or Intelsat
provided shelters;
	 
	 	•	 	Install the necessary AC utility and technical
power cables between the Intelsat provided equipment racks
and equipment console and the contractor provided power
distribution panel inside the selected equipment room.
	 
	 	•	 	Station inter-communications system: provision
of a telephone set to be installed close to
Intelsat-designated equipment rack and antennas connected to
the Host Station’s equipment for voice communications with
the HQ;
	 
	 	•	 	Commercial phone access: 1 in office, 1 in
equipment room, 1 in each shelter or antenna hub;
	 
	 	•	 	Station security and safety subsystems;
	 
	 	•	 	Quarterly status report beginning after SCD
	 
	 	•	 	Documentation as specified in Section 4.12.
	 
	 	•	 	Training as specified in Section 4.13.
	 
	 	•	 	Support services as specified in Section 4.5
	 
	 	•	 	Service for the Contractor owned TTC&M antennas specified in Section 4.5.



Page 11 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	•	 	Establishment of 2 diversified full duplex,
data circuit between the Host Station and Intelsat HQ;
specified in Section 4.15. and 4.4.4
	 
	 	•	 	Assistance and support during installation,
testing of TTC&M facilities, and field trials upon request
from Intelsat staff on-site or at the HQ;
	 
	 	•	 	Administrative support including downtime
reporting, assistance in obtaining for import/export licenses
for IFE and, as applicable, governmental permits/approvals,
as applicable;
	 
	 	•	 	Support for operating frequency licensing for
the frequency bands specified in Section 4.2
	 
	 	•	 	Provision of diversified voice services




	 	 	The contractor shall provide a diversified voice service between
the Host Station and Intelsat HQ in case the main voice link is
interrupted.



3.2 Intelsat responsibilities



3.2.1 Intelsat Furnished Equipment



	 	 	 	Intelsat will provide the following IFE:





	 	•	 	One (1) CFMA (C band Full Motion Antenna), including
shelter, RF/IF and Baseband systems with associated Monitor &
Control subsystem; and FDC functionalities as indicated in
Section 2.3 Section Control.
	 
	 	•	 	Data communications equipment excluding any required
antenna for establishment of 2 diversified full duplex (example
1544 kbit/second) data circuit between the host station and
Intelsat HQ;
	 
	 	•	 	Spares for IFE.



3.2.2 Intelsat provided services and documentation




	 	 	 	Intelsat will provide Operations & Maintenance procedures and
schedules for the IFE after completion of on-site system acceptance.
	 
	 	 	 	Intelsat will provide IFE equipment support contracts by local
vendors.
	 
	 	 	 	Intelsat will be responsible for arranging two diversified, full
duplex, 1544 kbit/sec data circuit between Intelsat Headquarters and
the Host Station to allow remote control and operation of the TTC&M
from the IOC & SCC.
	 
	 	 	 	Intelsat will provide training on IFE and timing of such training
will be coordinated with the Contractor.



Page 12 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



3.3 Options



3.3.1 Provision of VSat antenna



	 	 	 	The contractor shall(1) provide optional acquisition, installation,
testing and commissioning of a VSat antenna for diversified full
duplex, data circuit between the Host Station and Intelsat HQ in case
the main data link through the fiber optic link is interrupted;
	 


	 	 	 	The following is optionally required:




	 	1.	 	An Intelsat S/C shall(2) be used to
provide a single hop connection between SAC and Washington
D.C.
	 
	 	2.	 	Global beam and C band transponder shall(3) be used
	 
	 	3.	 	IBS service shall(4) be used *****************************.
	 
	 	4.	 	Redundancy in the VSAT terminal is not
required ie. only single thread RF shall(5) be required
	 
	 	5.	 	****************************************************************
************



*************************************



***********************



The table below provides a list of equipment required.



********




	 	 	 	 	 	 	 	 	 
	************************	 	************************	 	**********
	************************
	 	 	************************	 	 	 	*	 
	************************
	 	 	************************	 	 	 	*	 
	************************
	 	 	************************	 	 	 	*	 
	************************
	 	 	************************	 	 	 	*	 
	************************
	 	 	************************	 	 	 	*	 
	 
	 	 	************************	.	 	 	 	 
	************************
	 	 	************************	 	 	 	*	 
	************************
	 	 	************************	 	 	 	*	 
	************************
	 	 	************************	 	 	 	*	 



The modem shall(7) be mounted into the Intelsat provided communications rack.



3.3.2 Transfer Orbit Services




	 	 	 	The Contractor shall provide optional Transfer Orbit Services as
needed by Intelsat.



Page 13 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



4. HOST STATION REQUIREMENTS



4.1 Site layout


4.1.1 General



	 	 	 	The Contractor shall (1) arrange for the landscaping of the earth
station following completion of all work on the site infrastructure,
buildings and antenna systems. Details of the proposed landscaping
shall (2) be provided for the site as appropriate for the
corresponding environment and per local rules and regulations.



4.1.2 Roads, access paths




	 	 	 	The following shall (1) be provided as a minimum.




	 	•	 	Earth station access road with adequate load-carrying
capacity for heavy construction vehicles and cranes.
	 
	 	•	 	Walkways from the main building to all other site building
	 
	 	•	 	Access walkway from the main building to each antenna
	 
	 	•	 	Trenching and Road tasks




	 	 	 	The following civil and mechanical works tasks will be performed:
	 
	 	 	 	a. Architecture and civil engineering drawings
	 
	 	 	 	b. Quantity surveying – maintain bill of quantities, certification of
quantities etc
	 
	 	 	 	c. Terrain Preparation – cleaning, removal of grass, shrubs and
trees, existing buildings and rocks.
	 
	 	 	 	d. Excavation of trench
	 
	 	 	 	e. A brick/concrete trench with steel cover shall be laid between the
electronics shelter and the Ku band antenna trench which links to the
control room.
	 
	 	 	 	f. A 300m long and 4m wide tarred road shall be built to the new C
band antenna site



4.1.3 Layout




	 	•	 	The site area reserved for antennas should be at
least 110m2. The local horizon



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	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	profile at every site shall (1)
not be obstructed above five° elevation for all
azimuth angles comprising the orbital arc visible from the
station. Obstruction from 5° to 10° shall (2) be limited to 20% of
all Azimuth angles.
	 
	 	•	 	Next to the antenna foundation a 16x16 m staging area shall (3) be provided
	 
	 	•	 	It shall (4) be possible to install an equipment shelter (IFE) next to the antenna.
	 
	 	•	 	The Contractor shall (5) provide necessary cable
trenches and ducts to link the antenna to the main building.
	 
	 	•	 	The Contractor shall (6) install the technical and
utility power cables in the Contractor provided cable trenches
and ducts to link antenna to the main building.



4.2 Frequency bands




	 	 	 	The host station shall (1) be able to be licensed for the following
TTC bands:




	 	 	 	 	 	 	 	 	 	 
	********************
	 	 	************************	 	 	 	************************	 
	****
	 	 	 	 	 	 	 	 
	********************
	 	 	************************	 	 	 	************************	 




	 	 	 	The Contractor shall (2) obtain the required frequency licenses.



4.3 Environment




	 	 	 	Statistics on the following environmental factors, applicable within
the host station, shall (1) be provided by the Contractor:




	 	•	 	Rain/snow fall and observed attenuation
	 
	 	•	 	wind loads
	 
	 	•	 	seasonal temperature variations
	 
	 	•	 	seismic constraints
	 
	 	•	 	soil composition and load bearing
	 
	 	•	 	average ground resistance




	 	 	 	The contractor shall (2) ensure that service is not adversely
affected by environmental hazards such as:



Page 15 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	•	 	Fire (example: brush fire)
	 
	 	•	 	Water erosion of adjacent land
	 
	 	•	 	Flooding or runoff from rivers, streams, etc.
	 
	 	•	 	Electromagnetic interference



4.4 Facilities



4.4.1 Power Supply



	 	 	 	The Contractor shall (1) deliver a new power supply subsystem or
upgrade its current facilities so as to support the following loads:




	 	•	 	61.8 kVA (interruptible) for antenna systems (no
de-icing is required.) The power interruption in this case shall
(2) be of a short duration and is typically for the transfer
from commercial power to diesel/generator power.
	 
	 	•	 	29 kVA (uninterruptible) for other IFE (HPA units and
equipment in shelter). This power system should be separate from
high power equipment like HVAC and lighting bus.
	 
	 	•	 	3.6 kVA (interruptible) for utility loads at the equipment room.
	 
	 	•	 	11.2 kVA (uninterruptible) for other IFE equipment at the equipment room
	 
	 	•	 	Technical and Utility power for the optional VSAT antenna.
	 
	 	The power supply subsystem shall (3) include:
	 
	 	•	 	transformer, generator, UPS, distribution panels as
required, Single Phase AC power with power protection circuitry
on a no-break technical bus
	 
	 	•	 	Adequate protection cells shall (4) protect the
transformers.
	 
	 	•	 	A circuit breaker box shall (5) be provided for AC
power interface points, with one 20 Amperes breaker per rack.
	 
	 	•	 	The autonomy of the UPS shall (6) be consistent with
the start time of the generator.
	 
	 	•	 	Utility power outlets shall (7) be provided for
connecting test instruments. The Host Station shall (8) provide
the complete AC power specifications. The AC outlet physical
specifications shall (9) be provided in the proposal, and all
outlets shall (10) conform to the same physical and electrical
specifications as per local standards.



Page 16 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	•	 	Grounding: all racks and equipment shall (11) be
connected to the earth station signal ground. Grounding
resistance shall (12) not exceed 3 ohms.




	 	 	 	 	The following electrical works will be performed by the Contractor.




	 	 	 	a.	 Exterior Lighting at antenna and shelter
	 
	 	 	 	b.	 Extend UPS alarm to Intelsat M&C location
	 
	 	 	 	c.	 Procure and install transformers for conversion of 115V
to 230V for powering of certain electronic equipment (TBD)
	 
	 	 	 	d.	 Switchboards and Distribution panels: one for the UPS
and one for “dirty” power (Eskom and diesel generated power).
	 
	 	 	 	e.	 Power cabling from the local transformer to the electronics
shelter
	 
	 	 	 	f.	 Reticulation – cable work, laying cables, power outlets etc
	 
	 	 	 	g.	 Install lightning protection on mains and UPS power breakers



4.4.2 Equipment space




	 	 	 	Intelsat Furnished Equipment will be installed in shelters, and
antenna hub (provided by Intelsat) and equipment room(s) delivered by
the Contractor.
	 
	 	 	 	Intelsat reserves the right to modify, replace, or substitute all or
a portion of the IFE at any time, as long as the space, power, and
environmental requirements are not changed materially.
	 
	 	 	 	The equipment space delivered by the Contractor should be composed
of:




	 	•	 	Equipment room (at least 50 m2): shall (1) be capable
of hosting at least one console (dimension) TBD and one line-up
of racks, consisting of up to 6 standard 19” (48.2 cm) racks,
top-fed for inter-racks cabling and bottom-fed for heliax
cables. The racks shall (2) have at least 3 ft (0.9 m) of
clearance at the back of the racks, and 4 ft (1.2 m) in front
and to one side. Note that this equipment room space will be
sufficient for TTC racks and M&C racks.
	 
	 	•	 	The console): shall (3) be located in a noise free
environment area preferable next to work area where the
operation personnel perform daily activities.
	 
	 	•	 	Repair and maintenance room (at least 25 m2); the use
of existing repair and maintenance room is acceptable.



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	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	•	 	Storage room for spare parts: at least 12 m2 of
lockable, environmentally controlled storage space is required
for IFE spares parts and consumable supplies. This area must
have shelves and cabinets suitable for storage of spare units,
printed circuit cards, power supplies and small components.
	 
	 	•	 	Computer room with raised floor (at least 50 m2)
equipped with computer tables and chairs.




	 	 	 	The equipment room(s) shall (4) be equipped with adequate air
conditioning and cold air should flow in direction of bottom of the
floor towards the ceiling. The provided air conditioning system,
shall (5) be capable of handling a constant, heat load for IFE as
specified by the power consumption listed in Section 4.4.1, plus any
other equipment to be provided by the Contractor as part of the
deliverables.
	 
	 	 	 	The internal temperatures shall (6) be maintained within 20 ±5°C, with
low relative humidity (below 70%, providing dehumidification if
necessary, even when outside temperatures fall below 15°C).



4.4.3 Office space




	 	 	 	The Contractor shall (1) provide one office for Intelsat staff (at
least 12 m2), equipped with furniture, telephone lines and Internet
access.



4.4.4 Communications requirements




	 	 	 	The Host Station shall (1) facilitate the provision of a voice
(telephone) link from the Host Station Operations room to the IOC/SCC
Washington DC. This telephone link may be multiplexed with the data
communications link. There shall (2) be a redundant telephone link
as well, which could be a direct-dial number through the public
network.
	 
	 	 	 	The Host Station shall (3) provide facsimile facilities in the Host
Stations operations room for communication with Intelsat. Use of an
existing facsimile machine with international direct-dialing
capability is acceptable.
	 
	 	 	 	The Host Station will facilitate availability of electronic mail
through the standard Intelsat Administrative Reporting System to
Contractor operations personnel at the Host Station operations room,
and in the office space with the ability to attach files and transmit
and receive mail via the Internet to Intelsat Headquarters. This is
the preferred mode of communication between Intelsat and Contractor
personnel during normal operations. Until the Administrative
Reporting System in on place normal telephone dial–up access for
electronic mail will be required.



4.4.5 Security Systems



Page 18 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	The Host Station shall (1) facilitate the provision of:




	 	a.	 	Security a. Installation of dedicated security camera
at TTC&M site and linking this to SAC Security control desk
	 
	 	b.	 	Access control system on Intelsat Stores and electronics shelter
	 
	 	c.	 	Extension of guard patrols to include TTC&M site
including during establishment phase



4.4.6 Miscellaneous Activities




	 	a.	 	Telephones and Paging Speaker in equipment room. A
telephone and paging speaker shall also be fitted in the
pedestal shelter
	 
	 	b.	 	Procurement of furniture, benches, shelving etc for store and
control room



4.5 Support services




	 	 	 	Sections 4.6, 4.7, 4.8 and 4.9 define the support requirements that
the Contractor shall meet for the period of the Contract. The
requirements described herein shall be part of the baseline
assignment of the Contractor except those described in Section 4.7.2
which is optional.



4.6 Integration and test support



4.6.1 Staff Support



	 	 	 	The Contractor shall (1) provide the following support to prepare for
the Installation, Integration and Test phase:




	 	•	 	Technical assistance with Site Survey.
	 
	 	•	 	Unpacking and temporary storage of the IFE.
	 
	 	•	 	Assistance with installation of IFE, integration and
testing upon request from Intelsat staff on-site or HQ.
	 
	 	•	 	Assist Intelsat personnel and/or Intelsat contractors
with services, to be reimbursed at cost by Intelsat, e.g.
shipping, local labor, telephone and facsimile usage,
administrative costs associated with customs clearance, and
transportation of IFE.
	 
	 	•	 	All additional hardware (e.g. cables, circuit
breakers, etc.) required to integrate the IFE into the earth
station, including connection of AC power, UPS power, and
grounding.
	 
	 	•	 	Extension of CFE equipment alarms and status (contact
closures) to Intelsat’s



Page 19 of 42






 





	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	monitor and control interface (e.g. UPS Power and Fire Alarm).
	 
	 	•	 	Off-site maintenance and repair contract for certain
IFE if requested by Intelsat (e.g. with local vendor or
distributor of TTC&M computer equipment including test and
measurement instruments).



4.6.2 Other Support




	 	 	 	The Contractor shall (1) provide such other support services as may
be required by Intelsat during the installation, integration and
test, and operational phases of the project. This support might
include, but is not limited to, providing general-purpose test
equipment and tools, providing contacts for local material, supplies,
or contractor assistance, and other items in support of the
installation project. A small amount of fabrication support, in the
form of sheet metal cutting/drilling/painting for mounting or
faceplate construction, and minor cable fabrication, may also be
required, and will be reimbursed by Intelsat. VertexRSI is
responsible for the antenna installation and integration. Contractor
shall (2) provide assistance as follows:




	 	a.	 	Advise on local contractors that could be used to
support installation eg. Crane hire
	 
	 	b.	 	Rack installation and integration into operations center
	 
	 	c.	 	Control console installation and integration into operations
center
	 
	 	d.	 	Power provision to racks and console
	 
	 	e.	 	Install overhead cable trays to facilitate top feed
to racks and under-floor cable trays for bottom feed.
	 
	 	f.	 	Install communications connection to Intelsat communications
equipment
	 
	 	g.	 	Set-up of far-field collimation facility for antenna
pattern measurement, feed phasing, autotrack tests etc.
	 
	 	h.	 	On site mechanical support (eg. Drilling, welding,
milling, cutting etc). It shall provide a complete mechanical
workshop and full set of equipment required to support a TT&C
antenna installation.




	 	 	 	Station testing with Intelsat will be supported by the Contractor and
will potentially include the activities below. All of these testing
activities shall (3) be operational in nature and used to validate
the station as part of the Intelsat TTC&M network:




	 	a.	 	Data flow tests with SCF
	 
	 	b.	 	Ranging tests and ranging calibration with on-orbit satellite
	 
	 	c.	 	Tracking tests with on-orbit satellite and potentially early phase
of a satellite TOS.
	 
	 	d.	 	Communications line testing, including primary and backup lines



Page 20 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	e.	 	Bent-pipe telemetry and command tests with Intelsat satellite



4.7 System operations support



4.7.1 Baseline Contractor Staff Support



	 	 	 	The support role provided by the Contractor shall (1) be limited to
the maintenance of the IFE antenna, shelters and RF systems located
outside the Intelsat operational area, all the Contractor Host
Station facilities, e.g. HVAC, UPS, building and grounds.
	 
	 	 	 	Maintenance personnel shall(2) be on call 24 hours a day, 365 days a
year and shall be able to respond to any problems in a maximum of
either 2 hours (outside of office hours) or 20 minutes (during office
hours).



4.7.2 Optional Contractor Staff Support




	 	 	 	The Contractor will be responsible for all Intelsat local operations
and baseband equipment confined at the stations. The skill sets for
these positions, as described in Annex 2, include senior and junior
technician levels. At this time a minimum of four (4) staff, two (2)
senior and two (2) junior shall (1) be required support Intelsat
operations for support of regular Monday through Friday business
hours; the number of junior technician level staff maybe increased to
include six (6) staff if 7 by 24 operations becomes necessary.
	 
	 	 	 	The optional support will cover launch activities, in-orbit satellite
testing, emergency commanding, integration and testing of new ground
network systems and operational trouble shooting in concert with
Intelsat headquarters system experts and development teams. For
planning purposes, Intelsat plans up to twelve (12) launches per
year, on average one per month each lasting up to 10 days. These
launches are for Intelsat as well as non-Intelsat satellites. All
staff selected by Intelsat will be trained and will comply with
performance standard within our certification program.



4.7.3 Baseline Operations and Maintenance Support




	 	 	 	Beginning on the SCD and continuing throughout the remainder of the
period of performance there will be minimal routine operational or
maintenance requirements associated with the IFE. To the maximum
extent possible, all routine operation including Launch activities,
network troubleshooting and emergency manual commanding and local
ranging sessions shall be performed by trained local technical
personnel. 24 hours a day, 365 days a year.



4.7.3.1 Routine Operations Support




	 	 	 	Routine operational support from the Contractor is expected to be
required during normal business hours only and will consist of the
following:



Page 21 of 42






 





	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	1.	 	Cursory, visual, “hands-off” inspections to ensure
that the IFE is in an operational state. The daily inspection of
the IFE baseband racks in the main-building area shall (1) be
the responsibility of the Contractor. The Contractor shall (2)
inspect all other IFE once per day.
	 
	 	2.	 	IFE routine maintenance procedures and schedules to
be followed by the Contractor will be established by Intelsat
prior to SCD to ensure uniform standards of performance for the
IFE, e.g. antennas, shelters, RF systems.
	 
	 	3.	 	When any such procedure causes a conflict with other
Host Station requirements the Contractor shall (3) notify
Intelsat immediately and a mutually agreeable solution shall (4)
be formulated by the Contractor and Intelsat
	 
	 	4.	 	The Contractor shall (5) permit and support Intelsat
during yearly inspection visits by HQ staff to the site. The
estimated duration is expected not exceed two days.
	 
	 	5.	 	The Contractor shall (6) provide logistics support
for shipments (e.g. spare parts, repair of faulty components,
etc.) to and from the site in accordance with procedures
provided by Intelsat.



4.7.3.2 Maintenance and Troubleshooting Support



4.7.3.2.1 PREVENTATIVE AND CORRECTIVE/EMERGENCY MAINTENANCE



	 	 	 	The antenna and all electrical equipment will be delivered with a one
year warranty. During this period and during the contract validation
time all faulty equipment shall be replaced with spare units (if
available) and faulty units shipped back to the supplier for repair.
The Contractor shall provide all maintenance services to ensure
maximum availability of the antenna. This will include both
preventative (or planned) and corrective maintenance. Maintenance of
system includes:



Page 22 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	i.	 	Inspection of all equipment
	 
	 	ii.	 	Maintenance of outdoor equipment and antenna
structure eg. Greasing, cleaning, anticorrosion treatment etc.
	 
	 	iii.	 	Facility maintenance and cleaning
	 
	 	iv.	 	Painting of antenna reflector every 5 years or by Antenna vendor
recommendation.
	 
	 	v.	 	Preventative testing of electronics equipment as per manufacturers
procedures
	 
	 	vi.	 	Replacement of failed components, shipping of failed components
to suppliers
	 
	 	vii.	 	As directed by Intelsat Contractor personnel shall
attempt to diagnose faults to the board level. Contractor shall
send faulty equipment directly to the manufacturer.
	 
	 	viii.	 	Periodic recalibration of system as per maintenance procedures
	 
	 	ix.	 	Contractor shall take out local maintenance sub
contracts for support of various equipment as required by
Intelsat. These subcontractors shall subsequently be managed by
the Host Station.
	 
	 	x.	 	Generation of fault logs, maintenance reports,
quarterly reports and participation in maintenance meetings
(telecom or on site)




	 	 	 	Maintenance personnel shall be on call 24 hours a day, 365 days a
year and shall be able to respond to any problems in a maximum of
either 2 hours (outside of office hours) or 20 minutes (during office
hours).



4.7.3.2.2 OTHER ASSISTANCE




	 	 	 	Host Station assistance may be required to help with the following
tasks in accordance with instructions provided by Intelsat:




	 	1.	 	Support to test IFE on line or off-line with test
equipment under Intelsat supervision
	 
	 	2.	 	Periodic (monthly) air-filter cleaning. The IFE in
the man-building and outside areas should be kept adequately
cooled and free from dust contamination.



4.7.3.3 Response time




	 	 	 	During normal Host Station business hours, the Contractor shall (1)
respond to a request for assistance within 20 minutes.



Page 23 of 42






 





	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



4.7.3.4 IFE Repair Support




	 	 	 	Some IFE may be covered by a maintenance contract established and
reimbursed by Intelsat. The Host Station personnel shall (1), at
Intelsat’s discretion, either call the maintenance contractor for
on-site repair or ship any failed equipment to either the nearest
local vendor authorized facility or to Intelsat Headquarters for
repair according to procedures provided by Intelsat. The cost of
shipping and repair will be reimbursed by Intelsat.



4.7.3.5 CFE Spare Parts




	 	 	 	Spare parts are considered to consist of three classes: spares which
are peculiar to the Contractor Furnished Equipment (CFE), spares
which are common to both the CFE and IFE and spares which are
peculiar to the IFE.
	 
	 	 	 	The Contractor shall (1) maintain adequate spare parts and
appropriate test equipment required for the performance of this
Contract.



4.7.3.5.1 STORE MANAGEMENT




	 	 	 	All spares shall (1) be kept in the technical store room on site. A
software spares catalogue system shall be used for tracking the
status of all items.
	 
	 	 	 	Spares shall (2) be tested on an annual basis to ensure correct
operations and performance.
	 
	 	 	 	Management reports shall (3) be generated including:
	 
	 	 	 	• Shipping/receiving of spares
	 
	 	 	 	• Spares inventory and any recommendations for changes to spares inventory



4.7.3.6 Modifications




	 	 	 	Modifications affecting the basic capability, accuracy or reliability
of the IFE or facilities may be performed only as agreed upon by
Intelsat.
	 
	 	 	 	The implementation of such changes shall (1) be covered by procedures
established by Intelsat.
	 
	 	 	 	Emergency changes to restore operation immediately may be authorized
verbally by Intelsat but all such changes shall (2) be documented
after-restoration of service according to procedures established by
Intelsat.



Page 24 of 42






 





	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



4.7.3.7 Calibration




	 	 	 	After a major maintenance activity involving the HPA’s, LNA’s,
up-converters or down-converters, the amplitude and group delay
responses shall (1) be re-measured on the affected chain.
	 
	 	 	 	Host Station personnel shall (2) notify Intelsat on occurrence of
unplanned maintenance due to emergencies or unforeseen equipment
malfunctions that affect Intelsat’s TTC&M operation.
	 
	 	 	 	Periodically, in accordance with schedules and procedures established
by Intelsat, the CFE and/or component parts supporting TTC&M services
shall (3) be re-calibrated and the test results provided to Intelsat.



4.7.4 Emergency Operations




	 	 	 	In case of equipment failures, Intelsat may request host station
personnel to replace equipment modules with available spares and ship
defective/replacement modules to/from Intelsat.
	 
	 	 	 	In the event that a TTC&M service outage occurs due to the CFE, the
Contractor shall (1) restore the CFE expeditiously. A subsequent
report shall (2) be provided to Intelsat.



4.7.4.1 On-call Support




	 	 	 	The Contractor shall (1) provide a primary and an alternate technical
representative who are familiar with Intelsat TTC&M operations and
are accessible 24 hours per day. A technical representative shall (2)
verbally respond to an Intelsat request within 20 minutes and be able
to be on-site if requested by Intelsat within 1 hour



4.7.5 Quality Management




	 	 	 	The Contractor shall (1) deploy a quality management system to assure
the quality of all system operations support services they provide.
A system based on ISO 9001:2000 is preferred.
	 
	 	 	 	The Contractor shall (2) provide a description of their quality
management system for system operations support services. The
Contractor shall (3) provide a Quality Manual for operations support
services and submit it to Intelsat not later than fourteen (14)
months after EDC. A controlled copy of the Quality Manual shall (4)
be readily available to Intelsat personnel at the Host Station after
the service commencement date.



Page 25 of 42






 





	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392



4.8 OTHER SUPPORT SERVICES



4.8.1 Reporting Requirements



	 	 	 	The Contractor shall (1) deliver periodic and/or event reports. Such
reports shall (2) include as a minimum:




	 	1.	 	Service outage/restoral reports
	 
	 	2.	 	Shipping/receiving reports.
	 
	 	3.	 	Failure/repair reports.
	 
	 	4.	 	Maintenance forecast.
	 
	 	5.	 	On-call rosters
	 
	 	6.	 	Inventory of spares
	 
	 	7.	 	Availability/Reliability reports.




	 	 	 	These reports shall (3) be provided as required in IFE procedures.



4.8.1.1 Scheduled Downtime




	 	 	 	Any planned downtime for scheduled maintenance affecting provision of
service must be coordinated with, and have the approval of Intelsat.
The request for downtime shall (1) be made in writing five (5) days
prior to the time desired.



4.8.1.2 Emergency Downtime




	 	 	 	Unplanned maintenance requirements that arise from unforeseen
equipment malfunctions, accidents or problems must be minimized
through equipment redundancy, switching, etc. When unplanned
equipment problems force removal of the facilities from service, the
Contractor personnel shall (1) notify Intelsat immediately.



4.8.2 Retirement of obsolete IFE




	 	 	 	The Contractor shall (1) provide assistance to retire obsolete IFE in
the country of the Contractor according to the local regulations.



4.9 Governmental permits and approval support



4.9.1 General



	 	 	 	The Contractor shall (1) provide general assistance with the local
governmental and



Page 26 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	 	 	regulatory agencies, using local experience to advise Intelsat of the
most efficient ways of dealing with issues arising from these areas.
	 
	 	 	 	The Contractor shall (2) assist Intelsat or its authorized
representative in identifying, obtaining bids from, negotiating with,
and contracting with local national entities, as needed, to
transport, install and test the system and equipment as described in
this Statement of Work and for any follow-on additions, upgrades, or
modifications needed to meet Intelsat’s requirements.



4.9.2 Operating Approvals




	 	 	 	The Contractor shall (1) ensure that any required approval associated
with the expansion of services provided including necessary license
to operate at the frequencies as specified in paragraph 4.2 is
obtained prior to the planned activation date. Two copies of each
license shall (2) be delivered to Intelsat prior to SCD.



4.9.3 Import/Export Assistance




	 	 	 	The Host Station Contractor shall (1) provide requisite assistance to
Intelsat in obtaining, as required, import certificates, licenses, or
other documentation to import and export IFEs including spares or
replacement parts.



4.9.4 Construction Permits and Licenses




	 	 	 	Any necessary permits or licenses required for construction in
relation to the TTC&M system installation or subsequent modification
shall(1) be the responsibility of the Contractor to obtain.



4.9.5 Visa and Work Permits




	 	 	 	The Host Station Contractor shall (1) provide requisite assistance to
Intelsat in obtaining, as required, visas, work permits, licenses, or
other documentation to enable Intelsat or its authorized
representatives to enter the host station country to perform
installation, testing and maintenance activities.



4.10 Availability




	 	 	 	The Host Station facilities shall (1) provide an overall yearly
service availability of 99.95%, minimum. No single downtime event
shall (2) be more than one (1) hour in duration. The Contractor shall
(3) not be responsible for system downtime caused by:




	 	1.	 	Unavailability or malfunction of the Intelsat
satellite.



Page 27 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




	 	2.	 	Unavailability or malfunction of the IFE beyond the
reasonable control of the Contractor.
	 
	 	3.	 	Turn-off by the Contractor of any IFE upon detection
of any hazardous condition in the Host Station.
	 
	 	4.	 	Unavailability due to down time required to install
Intelsat directed changes and modifications.
	 
	 	5.	 	Unavailability due to sun outages.




	 	 	 	Service availability for the Host Station facility is defined as:




	 	 	 	 
	 	 	
tA — tU	 
	Service Availability =	 	

	 
	 	 	
tA	 




	 	 	 	where:




	 
	tA = time available in the period
	 
	tU = time the system was down in the
period due to events the Contractor was
responsible for




	 	 	 	The Bidder shall (4) provide block diagrams and analysis, to
demonstrate that the Host Station systems will meet the availability
requirements.



4.11 Reliability




	 	 	 	The Bidder shall (1) provide information regarding the predicted
reliability and Mean Time Between Failures (MTBF) for the Host
Station Systems.
	 
	 	 	 	A failure is defined as the occurrence of an unscheduled loss of
services.
	 
	 	 	 	The Bidder shall (2) provide block diagrams and analysis to
demonstrate that the Host Station systems will meet the predicted
reliability and MTBF figures.



4.12 Documentation




	 	 	 	Intelsat shall (1) have access to all data and information related to
the TTC&M station design generated by the Contractor and
Subcontractors. Specific items of information are to be produced and
formally submitted to Intelsat by the Contractor.
	 
	 	 	 	The list of the deliverable documents is described in Annex 1,
Contractor Documentation Requirements List (CDRL).
	 
	 	 	 	All documentation relating to the Contract shall (2) be stored in
electronic format. The Contractor shall (3) deliver all
Contractor-developed documentation in both




Page 28 of 42










 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	hardcopy and electronic disk form using MS Word 6, or latest version.
As far as possible, drawings should be submitted in AutoCAD format
V11 or higher.
	 
	 	 	 	Notwithstanding the submitter requirements in the CDRL, the
Contractor shall (4) update each document as and when program status
and changes necessitate this, in order to maintain a current,
accurate base. Such updates, which may be in the form of re-issue
sheets, shall (5) be submitted to Customer at the time they are
generated.
	 
	 	 	 	Where the CDRL calls for submissions more than once, there will be a
complete re-issue of the document at the indicated milestone; if
there have been revisions to it in the intervening period.
	 
	 	 	 	The documentation shall (6) be modified to incorporate any changes
made to the facility up to the Acceptance.
	 
	 	 	 	All deliverable documentation shall (7) be written in the English language.




	4.13	 	Training




	 	 	 	Training will be provided by Intelsat at the conclusion of on-site
testing at the TTC&M station site.
	 
	 	 	 	Instructors shall (2) be engineer’s expert in Earth Station domains
with advanced hardware and software knowledge. They shall (3) have a
good command of technical English.
	 
	 	 	 	At the completion of training, station staff should be able to:




	 	 	•	 	Operate the TTC&M station.
	 
	 	 	•	 	Maintain the stations in a reliable operating mode with configuration management.
	 
	 	 	•	 	Be prepared for equipment anomaly with contingency management.
	 
	 	 	•	 	Know the system theory required to operate, administrate and configure the system.




	 	 	 	Specifically, the training should enable the staff to demonstrate a
thorough understanding of the theory underlying the design of the
system, as well as the procedures associated with operation and
maintenance.
	 
	 	 	 	Training material and supporting documentation shall (5) be provided
in the English language. Training manuals shall reference the O&M
manuals. Documents shall (6) be printed in a standard format on 8-1/2
by 11-inch paper. A single-sided master, five



Page 29 of 42






 









	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	hard copies and one electronic copy (in Office 97 or compatible
versions) of each document shall (7) be delivered to Intelsat.
	 
	 	 	 	Training at each facility shall (8) include formal (classroom)
sessions and hands-on training.




	4.14 	 	Customer Undertakings




	 	 	 	Without relieving the Contractor’s responsibility for the TTC&M
station and the performance of required support activities, Intelsat
will provide the following:





	 	 	1.	Access to the earth station site and Intelsat
headquarters facilities, if necessary, for integration,
installation, and testing of the new TTC&M station.
	 
	 	 	2.	Access to the earth station GUIs of the Intelsat
Device Network Management (DNM) and Events and Alarms Subsystem
(EAS) for installation and tests demonstrating availability of
remote control and monitoring capabilities via LAN.
	 
	 	 	3.	Use of Intelsat’s Wide Area Network (WAN) that
connects the earth stations to Headquarters if required.
	 
	 	 	4.	Access to any available data necessary to the
implementation of the deliveries.
	 
	 	 	5.	Access to Intelsat satellites, if necessary, for
Antennas and TTC&M network system tests.
	 
	 	 	6.	IFE training.
	 
	 	 	7.	Satellite Capacity for VSat and/or Communication
Circuit will be provided by Intelsat.




	4.15 	 	Establishment of 2 diversified full duplex, communications carriers
dedicated to the TTC&M services and associated management services
	 
	4.15.1	 	 Main circuit:




	 	 	 	The contractor shall provide and establish one full 512 Kbps full
duplex data & voice circuit between the Host Station and Intelsat
Washington DC.This circuit shall make use of existing bandwidth
between Intelsat Washington D.C. Offices and Telkom SA. Contractor
shall not be responsible for the costs of this existing Bandwidth.




	4.15.2	 	 Alternate circuit:




	 	 	 	The contractor shall provide and establish a full 512Kbps or 1.544
Mbps (with Vsat option) full duplex data circuit between the Host
Station and Intelsat Washington DC.
	 
	 	 	 	The contractor shall provide and establish a voice circuit between the Host Station



Page 30 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	and Intelsat Washington DC




	4.16	 	Test Equipment




	 	 	 	The contractor will make available some test equipment required
for antenna installation and maintenance as follows:
	 
	 	 	 	****************************
	 
	 	 	 	****************************
	 
	5.	 	 	PROJECT MANAGEMENT REQUIREMENTS




	5.1	 	 Introduction




	 	 	 	This section defines the specific services to be performed by the
Contractor in the management of the project, the interfaces between
the Contractor and Intelsat, and the management information to be
provided by the Contractor to permit Intelsat’s evaluation of project
progress, including milestone payment status, schedule, and
performance.
	 
	 	 	 	The Contractor’s management of the project shall be in accordance
with the requirements defined herein. The detailed management of the
project shall be in accordance with a Project Management Plan to be
developed by the Contractor in compliance with these requirements and
submitted to Intelsat for review and approval.
	 
	 	 	 	The Contractor’s management organization shall ensure that the
personnel, material, equipment, services, and facilities required to
satisfy the requirements of this project are made available in a
timely manner. In addition, the Contractor shall have a project
evaluation and control system that provides all information needed to
manage the project satisfactorily, including as a minimum milestone
status, schedule, planning, work breakdown structure, work packages
and technical data. In case of use of subcontractors, the Contractor
shall request to the subcontractor to setup a similar project
management structure. The Contractor shall monitor and report to
Intelsat the subcontractor progress. The Contractor shall notify
Intelsat before any change in key team personnel assigned to the
project.




	5.2	 	 Project Management
	 


	5.2.1	 	 Management Plan



Page 31 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	The Project Management Plan (PMP) shall describe the system and
procedures employed by the Contractor to manage, plan, and control
the project.


	 
	5.2.2	 	 Product Assurance/Quality Assurance Plan




	 	 	 	The Contractor shall provide items that are of the required quality
and shall at no time knowingly release non-conformance items.
	 
	 	 	 	The Contractor shall at all times be responsible for the quality
assurance of all goods (hardware, and documentation) supplied on the
Contract, and all processes necessary to produce these goods.
	 
	 	 	 	The Contractor shall operate an effective system of quality assurance
capable of ensuring and demonstrating that the goods conform to the
required quality.




	5.2.3	 	 Management Organization




	 	 	 	The Contractor shall establish a Program Management Organization
(PMO) for the program to manage, coordinate, and control all program
activities, including those of the Subcontractors (if required) and
suppliers. The PMO shall include, as a minimum:




	 	 	•	 	Project Manager: This individual shall be
assigned to the program from the initial contract phase
through completion of the contract, and shall be responsible
for the execution of the Contractor’s tasks as defined in the
contract.
	 
	 	 	•	 	A Systems Engineer shall be responsible for
delivering a product compliant with the applicable technical
requirements. He manages the whole technical process from
earth station design to final acceptance.
	 
	 	 	•	 	Contracts Officer: This individual shall be
responsible for coordinating contract negotiations and
modifications thereto on behalf of the Contractor.




	5.3 	 	Schedule and Phases
	 
	5.3.1 	 	Milestones




	 	 	 	The Milestones for the Project are listed in table 1 below.
	 
	 	 	 	Table 1- Milestone Schedule and Events



Page 32 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	 	 	 	 	 	 
	 	 	 	 	Months from	 	Target Completion
	Phase	 	Milestone	 	EDC	 	Date
	
	 	
	 	
	 	

	Host Station

Implementation

Phase	 	
Effective Date of Contract
(EDC)
	 	 	0	 	 	March 2003
	 	 	
Project Plan & Schedule
	 	 	0.3	 	 	 
	 	 	
Site Surveys
	 	 	0.3	 	 	 
	 	 	
Site preparation
	 	 	0.5	 	 	 
	 	 	
Design review
	 	 	0.5	 	 	 
	 	 	
Start of buildings upgrade
	 	 	1	 	 	 
	 	 	
Ready-for-Installation of IFE
	 	 	3	 	 	 
	 	 	
Shipment of IFE
	 	 	4	 	 	 
	 	 	
Install & integrate IFE
	 	 	5-6	 	 	 
	 	 	
Final Program Review Meeting
	 	 	6	 	 	 
	 	 	
Start Pre-Operational Phase
	 	 	6.	 	 	 
	 	 	
Service Commencement Date

(SCD)
	 	 	7
	 	 	 
	Operations &

Maintenance Phase	 	 	 	 	7
	 	 	 
	 	 	
Contract renewal if option
is exercised by Intelsat
	 	 	5 years after
SCD	 	 	2007




	5.4	 	Civil Engineering Activities




	 	 	 	The Contractor shall (1) perform the following tasks as necessary for
the preparation of the earth station land:




	 	•	 	Determination of natural existing and/or potential
hazards such as water runoff, excessive solar radiation,
sand/dust shielding required, etc.
	 
	 	•	 	Necessary permits for conducting the work.
	 
	 	•	 	A plan for the effective management and control of the hazards found
	 
	 	•	 	Survey, using precision GPS receivers, to determine
the location of the center of each antenna provided.
	 
	 	•	 	Final Local horizon profile for each antenna which
shall be prepared by Contractor.




	5.5 	 	IFE INTEGRATION AND TEST




	 	 	 	The IFE integration and Test activity covers all activities to
install and integrate Intelsat Furnished Equipment (IFE) with the
Host Station facilities. This includes verification test activities
to test and integrate the TTC&M facilities and the IFE.



Page 33 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	This activity begins after the
Contractor declares they are ready for installation of IFE and ends with the declaration of SCD by Intelsat.




	5.6	 	Testing Activities




	 	 	 	The Contractor shall (1) demonstrate to Intelsat compliance with all
performance requirements of the Host Facility.




	5.7	 	Acceptance
	 
	5.7.1 	 	Preliminary Acceptance




	 	 	 	Preliminary site acceptance will be granted upon:




	 	•	 	Review and approval by Intelsat of the on-site
acceptance test reports, which shall (1) demonstrate compliance
with all the requirements of the SOW and Annexes, plus verify
all system aspects, including operational status and
performance.
	 
	 	•	 	Submission to, and approval by, Intelsat of all the
subsystem/system “red-lined as built” drawings and
documentation, as listed in the Documentation section of this
SOW. Provisional acceptance is a formal acknowledgement by
Intelsat that the earth station system has demonstrated
compliance with specified contractual requirements except for
closure of issues. Notification of provisional acceptance shall
(2) be granted after receipt and approval by Intelsat of all the
applicable documents identified herein.




	 	 	 	Intelsat shall (3) have the right to use the station after
preliminary acceptance testing, during which time operational “punch
list” or outstanding items will be identified.




	5.7.2 	 	Final Acceptance




	 	 	 	At the Final Acceptance scheduled date, the Contractor shall (1) have
provided:




	 	•	 	A Host Facility that fulfils all the requirements of
this Contract with no open issues.
	 
	 	•	 	All the documentation required by this Contract according to CDRL (Annex 1).
	 
	 	•	 	Training as applicable for Host Facility.
	 
	 	•	 	Spare parts.




	 	 	 	The Final Acceptance Review shall be held following the On-Site Test
activity.




	 	 	 	Final system acceptance is a formal acknowledgement that the Host
Facility has demonstrated compliance with specified contractual
requirements. Notification of final



Page 34 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	system acceptance shall be
granted after receipt by Intelsat of all applicable
documents and closure of all open operational “punch list items.




	5.8	 	SERVICE COMMENCEMENT DATE




	 	 	 	The SCD, defined as the date on which the TTC&M is ready for service,
shall (1) occur when TTC&M installation, testing, and integration
into Host Station has been completed by Intelsat.




	5.9	 	Audit/Inspection




	 	 	 	In addition to formal contact and communication between the
respective Project Managers, and Contracts Officers, there shall (1)
be cooperative free and unimpeded informal contact and communication
between Intelsat personnel and their counterparts in the Contractor’s
and Subcontractors’ organizations to expedite satisfactory completion
of the work.
	 
	 	 	 	All technical facilities, data, and information used by the
Contractor and Subcontractors for the program shall (2) be open to
audit, inspection and evaluation by Intelsat representative’s at all
reasonable times.
	 
	 	 	 	Intelsat shall (3) have the right to have representatives in the
Contractor’s facilities to monitor the day-to-day work on the
project. The representatives shall (4) have access to all
program-related technical activities, including participating in
meetings and reviews, observing of testing of hardware/software at
the unit, subsystem and system levels, and participating in Review
meetings.




	5.10	 	Installation




	 	 	 	The Contractor is responsible to provide all required personnel and
support equipment needed for installation and test of the Host
Facility.
	 
	 	 	 	The Contractor is responsible for the readiness of the site for the
installation. The Contractor will receive and store the equipment
upon arrival on site.




	5.11	 	Documentation Management




	 	 	 	The Contractor shall (1) establish and maintain documentation and
records control system in order to:




	 	•	 	Maintain a comprehensive up-to-date library of all
significant project related data.
	 
	 	•	 	Ensure that contractually required documentation is
submitted as and when required by the Contract.



Page 35 of 42






 





	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	•	 	Provide a reference library service for the retrieval
of any type of project-related information upon request.




	6.	 	GLOSSARY OF TERMS




	 	 	 
	ADxx	 	
Applicable Document number xx
	BB	 	
Baseband
	CAT	 	
Category
	CCN	 	
Contract Change Notice
	CDR	 	
Critical Design Review
	CDRL	 	
Contract Document Requirement List
	CCA	 	
Co-located Communication Antenna
	CFPA	 	
C-band Full Performance Antenna
	CLMA	 	
C-band LMA
	CM	 	
Configuration Management
	CSM	 	
Communication System Monitoring
	CWBS	 	
Contract Work Breakdown Structure
	DNM	 	
Device Network Management
	EAS	 	
Events and Alarms Subsystem
	EDC	 	
Effective Date of Contract
	EIRP	 	
Effective Isotropic Radiated Power
	FAR	 	
Final Acceptance Review
	FDC	 	
Flight Dynamics and Commanding
	FPA	 	
Full Performance Antenna
	FGN	 	
Future Ground Network
	GCS	 	
Ground Control Segment
	GPS	 	
Global Positioning System
	GSO	 	
Geo Synchronous Orbit
	G/T	 	
Gain over noise Temperature
	HPA	 	
High Power Amplifier
	HQ	 	
Headquarters
	ICD	 	
Interface Control Document
	IOC	 	
Intelsat Operations Center
	IOD	 	
In Orbit Delivery
	IOT	 	
In Orbit Testing
	ISDN	 	
Integrated Service Data Network
	ITAF	 	
Intelsat Technical Annex Facility
	KFPA	 	
Ku-band Full Performance Antenna
	KLMA	 	
Ku-band Limited Motion Antenna
	KPA	 	
Klystron Power Amplifier
	LAN	 	
Local Area Network



Page 36 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 
	LEOP	 	
Launch and Early Orbit Phase
	LMA	 	
Limited Motion Antenna
	LNA	 	
Low Noise Amplifier
	M&C	 	
Monitoring and Control
	M-LMA	 	
Motion Limited Antenna
	N/A	 	
Not Applicable
	O&M	 	
Operation & Maintenance
	OST	 	
On Site Test
	PA	 	
Product Assurance
	PAR	 	
Preliminary Acceptance Review
	PDR	 	
Preliminary Design Review
	PMO	 	
Project Management Organization
	PMP	 	
Project Management Plan
	QA	 	
Quality Assurance
	QTY	 	
Quantity
	RC	 	
Remote Command
	RDxx	 	
Referenced Document number xx
	RDW	 	
Request for Deviation or Waiver
	RF	 	
Radio Frequency
	RFD	 	
Request for Deviation
	RFW	 	
Request For Waiver
	RM	 	
Remote Monitoring
	SCA	 	
Satellite Communication Antenna
	SCC	 	
Satellite Control Center
	SM	 	
Schedule Manager
	SOW	 	
Statement Of Work
	SPAR	 	
Subsystem Preliminary Acceptance Review
	TBD	 	
To Be Defined
	TC	 	
Telecommand
	TCP/IP	 	
Transfer Communication Protocol/Internet Protocol
	TDMA	 	
Time Division Multiple Access
	TLS	 	
Transmitter Locator System
	TLT	 	
Test Loop Translator
	TM	 	
Telemetry
	TRMS	 	
TDMA Reference and Monitoring Station
	TTC&R	 	
Telemetry, Tracking, Command and Range
	TTC&M	 	
Telemetry, Tracking , Command, Range & Monitoring
	WAN	 	
Wide Area Network
	WBS	 	
Work Breakdown Structure



Page 37 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




ANNEX 1: CONTRACT DOCUMENTS REQUIREMENTS LIST (CDRL)




	 	 	 	Unless directed otherwise, five copies of each CDRL item shall (1) be
provided by the submittal date listed.




	 	 	 
	 	Legend for the table:
	 	  A: 	Approval
	 	  R: 	Review
	 	  I: 	Information



Page 38 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	 	 	 	 	 	 	 
	SOW	 	 	 	 	 	 
	Ref	 	ITEM DESCRIPTION	 	CAT	 	SUBMITTAL DATE
	
	 	
	 	
	 	

	5	 	
Management Documents	 	 	 	 
	 	 	
Project Management Plan
	 	A
	 	PDR
	 	 	
Product Assurance/Quality Assurance Plan
	 	A
	 	EDC / PDR
	 	 	
Configuration Management Plan
	 	A
	 	EDC / PDR
	 	 	
Monthly reports including Project Control schedules
	 	R
	 	Monthly
	 	 	
Configuration Item Data List
	 	R
	 	CDR
	 	 	
Contract Change Notice (CCN)
	 	A
	 	as required
	 	 	
Request for Deviation/Waiver (RDW)
	 	A
	 	as required
	5.3.2	 	
Engineering Documents	 	 	 	 
	 	 	
Design Specification
	 	A
	 	PDR/CDR
	 	 	   
System specifications	 	 	 	 
	 	 	   
Subsystems specifications	 	 	 	 
	 	 	
Architecture design document
	 	A
	 	PDR/CDR
	 	 	
analysis document:
	 	R
	 	PDR/CDR
	 	 	   
Reliability/availability	 	 	 	 
	 	 	   
Electrical power budget	 	 	 	 
	 	 	
Infrastructure layout
	 	R
	 	PDR/CDR
	 	 	
External Interface Document
	 	A
	 	PDR/CDR
	5.3.5	 	
Validation Documents	 	 	 	 
	 	 	
Host Facility Integration and Test Plan with
Performance compliance Matrix
	 	A
	 	CDR
	 	 	
Host Facility Integration & Tests Report
	 	A
	 	PAR/FAR
	5.3.6.2	 	
Acceptance Documents	 	 	 	 
	 	 	
End Item Data Package
	 	A
	 	Final Acceptance Review



Page 39 of 42






 




	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392




ANNEX 2: SKILL SETS FOR OPERATIONS AND MAINTENANCE LOCAL HIRED STAFF



All staff to have high level command of the English language.


Junior Technician




	•	 	Prepared to work 24x7 (8 or 12 hour shifts, weekends and public holidays)
	 
	•	 	4 years minimum work experience in electronics or communications field
	 
	•	 	Minimum high school certificate, year 12 completed
	 
	•	 	Trade certificate (or equivalent military) in electronic communications equipment operation and/or repair.
	 
	•	 	Will make basic system checks as defined by a check list
	 
	•	 	Trained to perform level one basic system level troubleshooting
	 
	•	 	Respond to equipment alarms as needed (including facilities alarms)
	 
	•	 	Basic configuration of systems and antenna movement as required
	 
	•	 	PC skills and relevant software packages
	 
	•	 	Process electronic mail. Read, file, distribute and respond to as needed
	 
	•	 	Produce event reports as needed
	 
	•	 	Maintain a site log of activities that occur on the shift
	 
	•	 	Trained to perform spacecraft manual commanding
	 
	•	 	Trained to interpret basic spacecraft local site telemetry displays
	 
	•	 	Must NOT interfere with equipment unless directed to do so my Intelsat HQ or maintenance or higher staff
	 
	•	 	Support launch activities



Senior Technician




	•	 	Prepared to work occasional shift work and as such meet minimum
requirements as required by shift staff
	 
	•	 	6 years minimum work experience in repairing and maintaining electronic
communications equipment, Able to repair to component level
	 
	•	 	Completed high school, diploma in electronic engineering minimum
	 
	•	 	Knowledge of other engineering disciplines such as mechanical (antenna drive systems, HVAC), electrical (antenna control
systems, UPS and HVAC) and civil (concrete pads and basic building maintenance)
	 
	•	 	Know safety standards (OSHA)
	 
	•	 	Install and commission new systems and services
	 
	•	 	Produce and revise maintenance schedule
	 
	•	 	Manage external vendors and contractors required to maintain, calibrate and repair equipment
	 
	•	 	Knowledge of logistics
	 
	•	 	Maintain inventory assets and non assets
	 
	•	 	Prepared to act in the position of the operations and maintenance supervisor
	 
	•	 	Prepared to provide training courses to a wide variety of audiences



Page 40 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	•	 	Prepared to travel as needed



Operations and Maintenance Supervisor




	•	 	Prepared to work occasional shift work and as such
meet minimum requirements as required by shift staff
	 
	•	 	Support maintenance staff
	 
	•	 	Support and act in position of station manager
	 
	•	 	8 years minimum work experience in repairing and maintaining electronic
communications equipment, Able to repair to component level
	 
	•	 	Completed high school, diploma in electronic engineering minimum
	 
	•	 	Knowledge of other engineering disciplines such as mechanical (antenna drive systems, HVAC), electrical (antenna control
systems, UPS and HVAC) and civil (concrete pads and basic building maintenance)
	 
	•	 	Know safety standards (OSHA)
	 
	•	 	Know employment law
	 
	•	 	Prepare shift schedules and rosters
	 
	•	 	Review maintenance schedules
	 
	•	 	Manage external vendors and contractors required to maintain, calibrate and repair equipment
	 
	•	 	In depth knowledge of logistics
	 
	•	 	Review inventory assets and non assets
	 
	•	 	Prepared to support the position of the operations and maintenance supervisor
	 
	•	 	Prepared to provide training courses to a wide variety of audiences
	 
	•	 	Respond to staff issues as needed
	 
	•	 	Knowledge of workers unions and societies
	 
	•	 	Prepared to travel as needed
	 
	•	 	Participate in staff reviews and interviews
	 
	•	 	Assist in budget review
	 
	•	 	Communicate (and support) closely with Intelsat HQ and other site supervisors as needed



Station Manager




	•	 	10 years minimum work experience in repairing and maintaining electronic
communications equipment.
	 
	•	 	Completed high school, diploma in electronic engineering minimum
	 
	•	 	Knowledge of other engineering disciplines such as mechanical (antenna drive systems, HVAC), electrical (antenna control
systems, UPS and HVAC) and civil (concrete pads and basic building maintenance)
	 
	•	 	Know safety standards
	 
	•	 	Know employment law
	 
	•	 	Approve shift schedules and rosters
	 
	•	 	Approve maintenance schedules
	 
	•	 	Manage station budget
	 
	•	 	Manage external vendors and contractors contracts
	 
	•	 	In depth knowledge of logistics
	 
	•	 	Prepared to support the position of the operations and maintenance supervisor
	 
	•	 	Respond to, and identify training courses required by staff
	 
	•	 	Respond to staff issues



Page 41 of 42






 







	 	 	 
	Intelsat Ground Network Upgrade	 	
Exhibit B to
	Statement of Work	 	
INTEL-2392





	•	 	Knowledge of workers unions and societies
	 
	•	 	Prepared to travel as needed
	 
	•	 	Approve staff reviews and interviews
	 
	•	 	Provide sales and marketing support for area/region as needed
	 
	•	 	Knowledge of ITAR
	 
	•	 	Prepare and execute any FCC / licensing requirements for site operation
	 
	•	 	Ensure timely payment of site expenses
	 
	•	 	Business management knowledge an advantage
	 
	•	 	Communicate closely with Intelsat HQ and other site managers as needed.



Page 42 of 42






 






10 July 2003



CSIR

Hartebeesthoek, Guateng

South Africa



	 	 	 
	Attn:	 	
Mr. Roy Blatch
	Contract:	 	
INTEL-2392,“Additional Host Station Facilities and Services (TTC&M)”
	Subject:	 	
Letter Amendment No. 3



Dear Mr. Blatch:



     This Letter Amendment No. 3 is hereby issued to exercise Intelsat’s option
to purchase furniture for the Operation Room as per paragraph H of Article 3,
Charges, and increase the not-to-exceed amount of this option to ********.


     Therefore, this Contract is hereby amended as follows:


     1.     In
Article 3, Charges, paragraph A, DELETE the text ******** REPLACE it
with ********.


     2.     In
Article 3,Charges, paragraph H, DELETE the text in its entirety and
REPLACE with the following:



		
	 	     “Contractor shall provide furniture for the Operation Room including
electrical distribution, related labor, and installation as authorized by
Intelsat. ********.



     Except as expressly provided in writing, the terms and conditions of
Contract INTEL-2392 shall remain unchanged and in full force and effect.


     Please acknowledge receipt and acceptance of this Letter Amendment
No. 3 to Contract INTEL-2392, by signing and returning one copy of
this letter to Ms. Isa Adams, Box 25, Intelsat.


Sincerely,



/s/ Robert Mullholland Jr.

for Isa Adams

Senior Contracts Officer

Contracts Department


	 	 
	Acknowledged and accepted by:
	 	 
	Signature: 	/s/ Roy Blatch
	 	

	Typed Name:	Roy Blatch
	Date:	11 July 2003




 






 



17 July 2003



CSIR

(VIA FAX +27 12 334-5001)

Hartebeesthoek, Guateng

South Africa

	 	 	 
	Attn:	 	
Mr. Roy Blatch
	Contract:	 	
INTEL-2392, “Additional Host Station Facilities and Services (TTC&M)”
	Subject:	 	
Letter Amendment No. 4



Dear Mr. Blatch:



This Letter Amendment No. 4 confirms Intelsat’s exercise on 15 July 2003 of the
option for the VSAT in Article 4 of the Contract as agreed to in Intelsat’s
e-mails of 15 July 2003 5:17 PM and 17 July 2003 11:06 AM.


Therefore, this Contract is hereby amended as follows:



	 	1.	 	In Article 3, Charges, paragraph A, DELETE the text ******** and
REPLACE it ***** ********.
	 
	 	2.	 	In Article 4, Deliverable
Items , paragraph B, DELETE the text in
its entirety and REPLACE it with the following:
	 
	 	 	 	“B. Optional Deliverable Item: Intelsat may at its sole discretion
exercise the option to purchase a VSAT Terminal as described in paragraph
3.3.1 of Exhibit B within the period of one year from the Effective Date
of Amendment No. 2 of this Contract. The non-recurring cost for this
option shall be ******** and the recurring cost shall be ******** per
year. In the event the option is exercised and CSIR is unable to obtain
a license to operate the VSAT, Intelsat shall only be liable to pay
******** the VSAT if the VSAT is to be relocated. Milestone payments for
this option are: ********.
	 
	 	3.	 	In Exhibit B, Statement of Work, Table 1, VSAT Equipment List,
REPLACE the text “40W SSPA” with “60W SSPA”.



     Except as expressly provided in writing, the terms and conditions of
Contract INTEL-2392 shall remain unchanged and in full force and effect.


     Please acknowledge receipt and acceptance of this Letter Amendment
No. 4 to Contract INTEL-2392, by signing and returning one copy of
this letter to Ms. Isa Adams, Box 25, Intelsat.


Sincerely,

/s/ Robert Mullholland Jr.

for Isa Adams

Senior Contracts Officer

Contracts Department



	 	 	 
	 	
Acknowledged and accepted by:
	 	 	 
	 	Signature: 	
/s/ Roy Blatch
	 	 	


	 	Typed Name: 	
Roy Blatch
	 	 	
 
	 	Date:	
18 July 2003