AMENDMENT N° 15


 


TO THE


 


FULL SCALE SYSTEM DEVELOPMENT CONTRACT


 


No. IS-10-021


 


Between


 


Iridium
Satellite LLC


 


And


 


THALES ALENIA SPACE FRANCE


 


for the


 


IRIDIUM NEXT SYSTEM


 


*** Certain confidential information contained in this document,
marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of
the Securities Exchange Act of 1934, as amended.


 


Execution Copy


 




    	 



    	 



    

 


PREAMBLE


 


This Amendment N° 15 (the “Amendment”)
to the Full Scale System Development Contract No. IS-10-021 signed on June 1, 2010 between Iridium Satellite LLC and Thales Alenia
Space France for the Iridium NEXT System, as amended, (the “Contract”) is entered into on this 11th day of June,
2013 by and between Thales Alenia Space France, a company organized and existing under the laws of France, having its registered
office at 26 avenue Jean François Champollion 31100 Toulouse – FRANCE (“Contractor”), and Iridium Satellite
LLC, a limited liability company organized under the laws of Delaware, having an office at 1750 Tysons Boulevard, Suite 1400, McLean,
VA 22102 - USA (“Purchaser”).


 


RECITALS


 


WHEREAS, the Parties have agreed
that certain “[***]” tests of Satellite components are required due to the “[***]”;


 


WHEREAS, Contractor has provided
to Purchaser quotation TAS-13-CI/DCE-92, dated April 22, 2013, in the amount of “[***]” US Dollars (US$“[***]”)
for such “[***]” tests;


 


WHEREAS, Purchaser issued an email
to Contractor, dated May 3, 2013, accepting Contractor’s quotation; and


 


WHEREAS, the Parties now desire
to amend Article 4 and Exhibit D of the Contract in accordance with the terms and conditions provided for in this Amendment.


 


NOW, THEREFORE, in consideration
of the premises and for good and valuable consideration, the receipt and adequacy of which are hereby expressly acknowledged,
and intending to be legally bound, the Parties hereby agree as follows:


 


Article 1:        The Base Contract
Price set forth in Article 4.1 of the Contract is hereby increased by “[***]” U.S. Dollars (US$“[***]”)
to a new Base Contract Price of not more than “[***]” U.S. dollars (US$“[***]”).


 


Article 2:        Exhibit D
of the Contract is hereby revised to add the following separate milestone payment schedule applicable to the “[***]”.


 


	[***]	 	 	[***]	 	 	 	[***]	 	 	 	[***]	 
	[***]	 	 	[***]	 	 	 	[***]	 	 	 	[***]	 
	[***]	 	 	[***]	 	 	 	[***]	 	 	 	[***]	 



 


Article 3:        This Amendment
may be executed and delivered (including via facsimile or other electronic means) in one or more counterparts, each of which shall
be deemed to be an original, but all of which shall constitute one and the same agreement.


 


Article 4:        All other
provisions of the Contract not expressly referred to in this Amendment remain in full force and effect.


 


*** Certain confidential information contained in
this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to
Rule 24b-2 of the Securities Exchange Act of 1934, as amended.


 


Execution Copy      Iridium
/ Thales Alenia Space Confidential & Proprietary


 




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IN WITNESS WHEREOF, the Parties
have executed this Amendment by their duly authorized officers as of the date set forth in the Preamble.


 


	IRIDIUM SATELLITE LLC	 	THALES ALENIA SPACE FRANCE
	 	 	 
	/s/ Scott Smith	 	/s/ Nathalie Smirnov
	S. Scott Smith	 	Nathalie Smirnov
	 	 	 
	Executive Vice President	 	Executive Vice President 
	Technology Development and Satellite Operations	 	Business Line Telecommunications


 


*** Certain confidential information contained in
this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to
Rule 24b-2 of the Securities Exchange Act of 1934, as amended.


 


Execution Copy       Iridium
/ Thales Alenia Space Confidential & Proprietary


 




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