Exhibit 10.4


 


AMENDMENT NO. 5


 


TO THE 


 


CONTRACT FOR LAUNCH SERVICES


 


NO. IS-10-008


 


BETWEEN


 


IRIDIUM SATELLITE LLC


 


AND


 


SPACE EXPLORATION TECHNOLOGIES CORP.


 


*** 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.


 


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& Space Exploration Technologies Corp. Proprietary Information 


 




    	 



    	 



    

 


PREAMBLE


 


This Amendment No. 5 (the “Amendment”)
to the Contract for Launch Services No. IS-10-008, signed on March 19, 2010 between Iridium Satellite LLC and Space Exploration
Technologies Corp. (the “Contract”) is entered into on this 15th day of September, 2014, by and between Iridium
Satellite LLC, a limited liability company organized and existing under the laws of Delaware, having its office at 1750 Tysons
Boulevard, Suite 1400, McLean, VA 22102 (“Customer”) and Space Exploration Technologies Corp., a Delaware corporation,
having its office at 1 Rocket Road, Hawthorne, CA 90250 (“Contractor”).


 


RECITALS


 


WHEREAS, Customer and Contractor
have engaged in discussions relating to changes each would like to incorporate in the Contract reflecting adjustments to the Contract
Price, Launch Schedule, and Milestone Payment Schedules for Non-Recurring and Recurring Payment Milestones; and


 


WHEREAS, the Parties now desire
to amend Exhibit B, Exhibit C and Exhibit E of the Contract.


 


NOW, THEREFORE, in consideration
of the foregoing, the agreements contained herein, the payments to be made by Customer to Contractor under the Contract and other
good and valid consideration, the receipt and adequacy of which are hereby expressly acknowledged, and intending to be legally
bound, the Parties agree as follows:


 


Article 1:   Capitalized
terms used but not defined in this Amendment shall have the meanings ascribed thereto in the Contract.


 


Article 2:   Exhibit B of the
Contract is hereby deleted and replaced in its entirety by the Exhibit B attached hereto.


 


Article 3:   Exhibit C of the
Contract is hereby deleted and replaced in its entirety by the Exhibit C attached hereto.


 


Article 4:   Exhibit E of the
Contract is hereby deleted and replaced in its entirety by the Exhibit E attached hereto.


 


*** 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 & Space Exploration Technologies
Corp. Proprietary Information


  




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Article 5:   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 6:   All other provisions
of the Contract not expressly referred to in this Amendment remain in full force and effect.


 


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


 


	For Customer	 	For Contractor
	 	 	 
	IRIDIUM SATELLITE LLC	 	
        SPACE EXPLORATION 

        TECHNOLOGIES CORP.

	 	 	 	 	 
	Signature:	/s/ S. Scott Smith	
         

        
	Signature:	/s/ Gwynne Shotwell
	Name:	S. Scott Smith	 	Name:	Gwynne Shotwell
	Title:	Chief Operating Officer 	 	Title:	President


 


*** 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.


 


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& Space Exploration Technologies Corp. Proprietary Information 


 




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EXHIBIT B


LAUNCH SCHEDULE 


 


	Firm
    Launch Mission	 	Start
    Date of Launch Slot	 	Launch
    Date
	[***]	 	[***]	 	[***]


 


*** 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
& Space Exploration Technologies Corp. Proprietary Information 


 




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EXHIBIT C


MILESTONE PAYMENT SCHEDULE


 


Table
C.1 identifies the [***] Milestone Payments. 


 


Table C.1 [***]
Payment Milestones


	Milestone	 	
        Milestone

        Due Date
	 	Milestone Payment 

(US$)
	[***]	 	[***]	 	[***]
	Total [***] Payments	 	$ [***]


 


*** 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.


 


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& Space Exploration Technologies Corp. Proprietary Information 


 




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EXHIBIT C


MILESTONE PAYMENT SCHEDULE


MILESTONE PAYMENT SCHEDULE (CONTINUED)


 


Table
C.2 identifies the [***] Milestone [***]
for [***] Firm Launches for [***].


 


Table C.2 [***] Milestones








	No.	 	
        Milestone 

        Completion Nominal 

        Dates (Months)
	 	Milestone	 	
        Milestone 

        Payments (US$)

	[***]	 	[***]	 	[***]	 	[***]
	[***] Price	 	$ [***]










Note (1): Milestone payable [***]


 


*** 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.


 


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& Space Exploration Technologies Corp. Proprietary Information 


 




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EXHIBIT C


MILESTONE PAYMENT SCHEDULE


MILESTONE PAYMENT SCHEDULE (CONTINUED)


 


Table
C.3 identifies the [***] Milestone Payments for [***]
Firm Launches for [***].


 


Table C.3 [***] Payment Milestones


	No.	 	
        Milestone 

        Completion Nominal 

        Dates (Months)
	 	Milestone	 	
        Milestone 

        Payments (US$)

	[***]	 	[***]	 	[***]	 	[***]
	[***] Price	 	$ [***]


Note (1): Milestone payable [***]


 


*** 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.


 


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& Space Exploration Technologies Corp. Proprietary Information  


 




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EXHIBIT E


ADDITIONAL LAUNCH PRICE


 


A.           Additional
Launch Option [***]


 


If Customer exercises
an Additional Launch [***]. The resulting amount shall be [***].


 


B.           Additional
Launch Milestone Payments


 


Milestone Payments for
such Additional Launch shall be calculated based upon [***].


 


D.           Application
of Additional Launch Reservation Fee


 


The [***] US Dollars
(US$ [***]) Additional Launch reservation fee, to the extent paid by Customer pursuant to Section 2.1.2, shall be added to the
Additional Launch price as determined in Section A above, to determine the final Launch Service price for the applicable Additional
Launch.


 


Table E.1.


	 	Additional Launch Price [***]
	 	[***]	[***]	[***]	[***]	[***]
	[***]	[***]	[***]	[***]	[***]	[***]
	[***]	[***]	[***]	[***]	[***]	[***]


 


Table E.2.


	
         

        No
	 	
        Milestone [***]

        Dates
	 	Milestone	 	
        Milestone Payment

        (%)

	[***]	 	[***]	 	[***]	 	[***]
	Additional Launch price Sub Total	 	[***]%
	Reservation Fee	 	$ [***]
	Final Launch Service Price	 	Sub Total plus $ [***]


 


*** 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
& Space Exploration Technologies Corp. Proprietary Information   



 




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