Exhibit
10.4


 


	
  

  	
  INM-CO/00-2524/lt

  



 


CONTRACT


FOR THE PURCHASE OF


INMARSAT 4 SPACECRAFT


BETWEEN


INMARSAT LIMITED


AND


ASTRIUM SAS


 


 


Confidential


 


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CONTRACT FOR PURCHASE OF INMARSAT 4 SPACECRAFT


 


Table of Contents


 


	
  Article

  	
   

  	
  Title

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Preamble

  	
   

  	
   

  	
   

  
	
  Article 1

  	
   

  	
  Definitions

  	
   

  
	
  Article 2

  	
   

  	
  Scope of Work

  	
   

  
	
  Article 3

  	
   

  	
  Contractor Deliverables

  	
   

  
	
  Article 4

  	
   

  	
  Performance Schedule

  	
   

  
	
  Article 5

  	
   

  	
  Prices

  	
   

  
	
  Article 6

  	
   

  	
  Taxes and Duties

  	
   

  
	
  Article 7

  	
   

  	
  Payment Terms

  	
   

  
	
  Article 8

  	
   

  	
  Access to Work in Progress

  	
   

  
	
  Article 9

  	
   

  	
  Final Acceptance

  	
   

  
	
  Article 10

  	
   

  	
  Title and Assumption of Risk

  	
   

  
	
  Article 11

  	
   

  	
  Warranty

  	
   

  
	
  Article 12

  	
   

  	
  Corrections in Unlaunched Spacecraft

  	
   

  
	
  Article 13

  	
   

  	
  Inmarsat’s Rights in Intellectual Property

  	
   

  
	
  Article 14

  	
   

  	
  Industrial and Intellectual Property Rights
  Indemnity

  	
   

  
	
  Article 15

  	
   

  	
  Loss and Damage Indemnity

  	
   

  
	
  Article 16

  	
   

  	
  Disclaimer of Liability at Launch Site

  	
   

  
	
  Article 17

  	
   

  	
  Consequences of Force Majeure

  	
   

  
	
  Article 18

  	
   

  	
  Governmental Authorisations

  	
   

  
	
  Article 19

  	
   

  	
  Remedies for Late Delivery

  	
   

  
	
  Article 20

  	
   

  	
  Remedies for Exceeding Specified Mass

  	
   

  
	
  Article 21

  	
   

  	
  Spacecraft Performance Incentives

  	
   

  
	
  Article 22

  	
   

  	
  Remedies for Non-Delivery of Information
  About Data and Inventions

  	
   

  
	
  Article 23

  	
   

  	
  Termination in Special Circumstances

  	
   

  
	
  Article 24

  	
   

  	
  Inmarsat’s Other Remedies for Breach

  	
   

  
	
  Article 25

  	
   

  	
  Contractor’s Remedies for Breach

  	
   

  
	
  Article 26

  	
   

  	
  Termination for Convenience

  	
   

  
	
  Article 27

  	
   

  	
  Key Personnel

  	
   

  



 


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  Article 28

  	
   

  	
  Key Subcontractors

  	
   

  
	
  Article 29

  	
   

  	
  Selection of Subcontractors and Suppliers

  	
   

  
	
  Article 30

  	
   

  	
  Examination of Technical Annexes

  	
   

  
	
  Article 31

  	
   

  	
  Changes

  	
   

  
	
  Article 32

  	
   

  	
  Options

  	
   

  
	
  Article 33

  	
   

  	
  Option to Store Spacecraft

  	
   

  
	
  Article 34

  	
   

  	
  Applicable Law

  	
   

  
	
  Article 35

  	
   

  	
  Arbitration

  	
   

  
	
  Article 36

  	
   

  	
  Assignment

  	
   

  
	
  Article 37

  	
   

  	
  Confidentiality

  	
   

  
	
  Article 38

  	
   

  	
  Public Release of Information

  	
   

  
	
  Article 39

  	
   

  	
  Communications

  	
   

  
	
  Article 40

  	
   

  	
  Responsible Officers

  	
   

  
	
  Article 41

  	
   

  	
  Time Limits

  	
   

  
	
  Article 42

  	
   

  	
  Order of Precedence

  	
   

  
	
  Article 43

  	
   

  	
  Entire Agreement

  	
   

  
	
  ****

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Article 46

  	
   

  	
  Launch Vehicle Compatibility

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Appendices

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Appendix 1

  	
   

  	
  Contract Change Notice

  	
   

  
	
  Appendix 2

  	
   

  	
  Request for Deviation/Waiver

  	
   

  



 


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  Annexes

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  A.

  	
   

  	
  Statement of Work

  	
   

  
	
  B.

  	
   

  	
  Technical Specifications and Operational
  Requirements

  	
   

  
	
  C.

  	
   

  	
  Price Breakdown

  	
   

  
	
  D.

  	
   

  	
  Payment Plan

  	
   

  
	
  E.

  	
   

  	
  Performance Algorithm

  	
   

  
	
  F.

  	
   

  	
  Termination Profiles

  	
   

  
	
  G.

  	
   

  	
  Governmental Authorisations

  	
   

  
	
  H.

  	
   

  	
  Key Personnel

  	
   

  
	
  I.

  	
   

  	
  Key Subcontractors

  	
   

  
	
  J.

  	
   

  	
  Overall Test Plan

  	
   

  
	
  K.

  	
   

  	
  Product Assurance Requirements

  	
   

  
	
  L.

  	
   

  	
  Radiation Environment

  	
   

  
	
  M.

  	
   

  	
  Price Breakdown for Optional Spacecraft

  	
   

  
	
  N.

  	
   

  	
  Payment Plan for Optional Spacecraft

  	
   

  
	
  O.

  	
   

  	
  Price Breakdown and Payment Plan for
  Options

  	
   

  



 


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Preamble


 


This is a Contract between Astrium SAS
(hereinafter referred to as the “Contractor”), a company established under the
laws of France, with its office at 37, avenue Louis-Breguet BP1, 78146
Vélizy-Villacoublay Cedex, Paris, France, and Inmarsat Ltd,  a limited liability company established under the laws of England
and Wales  (hereinafter referred to
as “ Inmarsat”), with its registered office at 99 City Road, London EC1Y 1AX,
England.


 


The effective date of this contract (EDC)
is 11 May 2000.


 


Article 1                       Definitions


 


A.           “Background Data” means Technical Data and Information generated
prior to or apart from this Contract or any Subcontract but directly utilised
in the execution of the Work performed under this Contract or any Subcontract
and necessary for the use, repair, or maintenance of any product actually
delivered under this Contract.


 


B.             “Background Invention” means any invention, discovery, improvement,
or innovation of more than a trifling or routine nature, whether or not
patentable, generated prior to or apart from this Contract or any Subcontract
but directly utilised in the execution of the Work performed under this
Contract or any Subcontract and necessary for the use, repair or maintenance of
any product actually delivered under this Contract.


 


C.             “Contract Price” shall be as identified in Article 5, entitled Prices, and is inclusive of performance
incentives.


 


D.            “Combined Mass” means the total mass of the Spacecraft (dry mass)
and propellant load.  The Spacecraft dry
mass specification is given in Annex B, Section 2.3.1 and the propellant load
shall be commensurate with the baseline Orbital Requirements defined in Annex
B, Section 2.2 and the Launch Requirements given in Annex B, Section 2.3.


 


E.              “Deliverable Data” means any Technical Data and Information
identified in Appendix 5 of  Annex A
hereto, entitled Statement of Work, as
being deliverable by the Contractor under this Contract.


 


F.              “Final Acceptance” shall be as defined in Article 9, entitled Final Acceptance.


 


G.             “Force Majeure”  means an
event, including but not limited to an act of God, unusually severe weather,
earthquake, fire, flood, war, an act of any Government in its sovereign
capacity (other than in relation to import or export licences), a nuclear
incident, terrorist acts, national strikes, or national freight embargoes which
in every case is not reasonably foreseeable and is beyond the reasonable
control and without the fault or negligence of the party affected.


 


H.            “Foreground Data” means any Technical Data and Information generated
in the performance of the Work under this Contract or any Subcontract.


 


I.                 “Foreground Invention” means any invention, discovery, improvement,
or innovation of more than a trifling or routine nature, whether or not
patentable, generated in the performance of the Work under this Contract or any
Subcontract.


 


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J.                “Indemnitee” shall include Inmarsat, its holding company,  any subsequent owner or lessee of the
Spacecraft, and the officers, employees, agents, or subsidiaries of any of
them.


 


K.            “Inmarsat Purposes” means the use of Technical Data and Information
in connection with the design, development, construction, establishment,
operation and maintenance of equipment and components for use in connection
with the Inmarsat Space Segment or any earth station which operates or will
operate in conjunction therewith.


 


L.              “Inmarsat Space Segment” means the Spacecraft and the tracking,
telemetry, command, control, monitoring and related facilities and equipment
owned or leased by Inmarsat and required to support the operation of the
Spacecraft.


 


M.         “Lift-Off”
or “Launch” means that point in time the Launch sequence becomes irreversible
and the Launch Vehicle physically separates from the Launch pad.


 


N.            “Launch Readiness Review” means that review defined in Section 7.4.4
of Annex A, entitled Statement of Work.


 


O.            “Launch Vehicle” means a launch vehicle designated by Inmarsat with
respect to each Spacecraft pursuant to Sections 3.2 of Annex A or, as the
context so requires, pursuant to Paragraphs D and E of Article 19 hereof,
entitled Remedies for Late Delivery,
or Paragraph G of Article 20 hereof, entitled Remedies for Exceeding Specified Mass.


 


P.              “Orbital Life” is defined in Section 2.2.2.1 of Annex B.


 


Q.            “Pre-Shipment Review” means that review defined in Section 7.4.3.1
of Annex A, entitled Statement of Work.


 


R.             “Satisfactory Operation” means that the available data demonstrates
that the Spacecraft meets all of the requirements in Annex B, entitled Technical Specifications and Operational
Requirements.


 


S.              “Software” means those computer programmes listed in Annex A,
Appendix 3 together with any documentation related thereto.


 


T.             “Spacecraft” means all of the flight equipment and services
necessary to meet the requirements in Annex B, including integration and
compatibility with the Launch Vehicle.


 


U.            “Subcontract” and “Subcontractor” means any subcontract or
subcontractor of the Contractor  of any tier under the
Contractor.  For the avoidance of doubt,
the term “Subcontractor” also includes suppliers.


 


V.             “Successful Injection” means injection into geosynchronous orbit
such that there is no damage to the Spacecraft resulting from Launch Vehicle malfunction;
at the time of separation from the Launch Vehicle, the elements of the orbit
and the Spacecraft orientation are within the limits specified by the Launch
Vehicle agency; and the stationkeeping parameters upon achieving geosynchronous
orbit are within the limits specified in Annex B.


 


W.        “Technical
Data and Information” includes, but not by way of limitation, technical
writings, sound recordings, computer programmes, pictorial reproductions,
drawings,


 


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and other graphic
representations and works of similar nature, and any other data necessary to
enable the manufacture of any item or the practice of any process manufactured
or practised pursuant to this Contract or the performance of any Work under
this Contract or the use, repair or maintenance of any item delivered under
this Contract, whether or not copyrighted, to the extent that the same are of
the type customarily retained in the normal course of business.  The term does not include financial reports,
cost analyses, and other information incidental to contract administration.


 


X.            “Work” means all of the activities required to be performed by the
Contractor pursuant to Annex A including but not limited to the Spacecraft and
all labour, services, acts, tests, items, materials, data, documentation,
equipment and any and all other matters and things to be furnished hereunder
and all rights to be transferred under this Contract.


 


Article 2                       Scope of Work


 


The Contractor shall provide the Work
including three (3) Spacecraft, all in accordance with the terms and conditions
of this Contract, including its Annexes.


 


Article 3                       Contractor Deliverables


 


A.    The Work to be delivered by the Contractor, the delivery locations,
and the mode of delivery are specified in Appendices 3 and 4 of Annex A hereto,
entitled Statement of Work.


 


B.    The documentation to be delivered by the Contractor is specified in
Appendix 5 to Annex A hereto, entitled Statement
of Work.  All such documentation is
to be delivered to the delivery locations specified in Appendices 3 and 4 of
Annex A hereto, entitled Statement of
Work, by electronic transmission,
air mail, or surface mail, as directed by Inmarsat.


 


Article 4                       Performance Schedule


 


All Work shall be performed in accordance
with the Summary Programme Schedule referred to in Section 3.1 of Annex A
hereto, entitled Statement of Work.  Deliverables shall be delivered in
accordance with the delivery times specified therefor in Appendices 3, 4 and 5
of Annex A.


 


Article 5                       Prices


 


A.    The prices for all Work are specified in Annex C hereto, entitled Price Breakdown.  These prices are inclusive of all transportation and
transport insurance, associated with import or export, and other charges
related to  delivery of items identified
in Appendices 3, 4 and 5 of Annex A hereto, entitled Statement of  Work, or
associated with the use of any items identified in Section 4 of Annex A. They
also include all taxes, duties, and similar liabilities, EXCEPT as otherwise
indicated in Paragraphs A, C and D of Article 6 hereof, entitled Taxes and Duties.  All prices are firm, fixed and not subject to adjustment due
to changes in economic conditions, except for those in Annex M which are fixed
prices subject to adjustment in accordance with the formula identified in Annex
M.


 


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B.    The prices referred to in Paragraph A of this Article include
compatibility with Ariane 5.  At the time Inmarsat designates one or more
Launch Vehicles with respect to a Spacecraft pursuant to Section 3.2 of Annex
A, the price for that Spacecraft will be adjusted in accordance with the
provisions of Annex O, entitled Price
Breakdown and Payment Plan for Options.


 


C.    The prices shall be payable in accordance with Article 7 hereof,
entitled Payment  Terms. 
Payment shall be subject to Article 9 hereof, entitled Final Acceptance, and Article 21
hereof, entitled Spacecraft Performance
Incentives.


 


Article 6                       Taxes and Duties


 


A.    Subject to Paragraph B of this Article, Inmarsat shall pay any UK
value added tax  that becomes due by
reason of the performance of the Work. 
The prices referred to in Article 5 hereof, entitled Prices, do not include such tax.


 


B.    In cases where Inmarsat is exempt from such tax or Taxes as defined
in Paragraph D below or is capable of recovering such tax or Taxes,   the Contractor shall take all necessary steps
to facilitate such exemption by:


 


1.     Using reasonable
efforts to bring about the exemption before submitting the invoices to Inmarsat;
and


 


2.     Complying with all
formalities necessary to enable Inmarsat to claim reimbursement with respect to
taxes or Taxes that have been paid.  For
this purpose, the Contractor shall comply with the reasonable instructions given
to it by Inmarsat and provide in due time the information and documentary
evidence  that Inmarsat reasonably requires.


 


C.    With the EXCEPTION of those taxes specified in Paragraph A of this
Article and subject to Paragraph D of this Article, the Contractor shall be
responsible for, and shall hold Inmarsat harmless from, all taxes, duties, and
similar liabilities that may arise under any present or future national,
federal, state, or local laws, and which become due by reason of the
performance of the Work under this Contract or any Subcontract, and shall
comply with any requirements of such laws as may be necessary to effectuate
this Contract.


 


D.    The prices referred to in Article 5 hereof, entitled Prices, exclude any present or future
customs duties, additional taxes due at the importation including any charges
due for temporary importation of items, fees, import VAT, VAT otherwise due and
other similar taxes payable in the Russian Federation (by way of withholding or
otherwise) (collectively “Taxes”). 
Inmarsat shall not be responsible for any present or future profit tax
or income tax, road users’ tax and housing tax that may be payable by the
Contractor in the Russian Federation by reason of the performance of Work under
this Contract, subject to the Double Tax Treaty between the Russian Federation
and France.  Should the Contractor be
required to pay Taxes due to the performance of the Work, Inmarsat shall bear
the cost of these expenses leaving the Contractor in the same economic position
as if such Taxes had not been required.


 


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Article 7                       Payment Terms


 


A.            Progress
Payments


 


1.               The prices referred to in Article 5 hereof, entitled Prices, shall be paid by Inmarsat in
accordance with Annex D hereto, entitled Payment
Plan, and with the terms of this Article.


 


2.               With respect to each milestone payment specified in Annex D, the
Contractor shall submit an invoice to Inmarsat when the corresponding milestone
event has been completed.  Each invoice
shall contain or be accompanied by a written certification from the Contractor
that the milestone event has been completed.


 


3.               Inmarsat shall pay each amount within thirty (30) days after
Inmarsat receives the invoice and certification, PROVIDED that, if Inmarsat
determines that the requirements for such milestone event have not been
fulfilled,  and if Inmarsat gives the
Contractor notice of such non-fulfilment within fifteen (15) days after receipt
of the certification, the applicable payment shall not be made until within
thirty (30) days after Inmarsat has determined that the requirements for such
milestone event have been fulfilled.


 


4.               All invoices shall be submitted in an original and one (1) copy
marked for the attention of the responsible officer identified in Article 40
hereof, entitled Responsible Officers.  Any taxes and duties shall be separately
identified.


 


5.               The Contractor shall have no right to obtain partial payment for
milestone events that are not completely fulfilled.


 


6.               If the Contractor fulfils any milestone event earlier than the time
specified therefor in Annex D, Inmarsat shall not be required to make the
corresponding progress payment but may elect to do so if the programme schedule
is enhanced by the early fulfilment of the milestone event.


 


7.               Nothing herein prohibits the Contractor from issuing invoices in
respect of and being paid for milestone events fulfilled out of sequence with
the payment plan identified in Annex D.


 


B.            Other
Payments By Either Party


 


With respect to any other amount payable
under this Contract, the party entitled to payment shall make written demand
therefor, or shall submit an invoice if so requested by the payor, after such
entitlement becomes established, and the payor shall make payment within thirty
(30) days after receipt of the written demand or invoice.


 


C.            Manner of
Payment


 


Any payment shall be deemed to have been
made when credit for the payable amount is established in the payee’s
designated bank account, in the applicable currency specified for such payment
in this Contract.


 


D.            Late Payment


 


Late payments by either party shall be
subject to interest at the daily London Interbank Offer Rate (LIBOR) plus 2%
for the applicable currencies  calculated
from the day following the due date until the date of actual payment.


 


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E.              Payment
Offset


 


Inmarsat shall have the right to offset
monies due to the Contractor under this Contract against sums due to Inmarsat
under this Contract.


 


Article 8                       Access to Work in Progress


 


A.    This Article shall be subject to applicable laws and regulations
relating to disclosure and use of technical information and information to
which Inmarsat has access under this Article shall be subject to the provisions
of Article 13 hereof, entitled Inmarsat’s
Rights in Intellectual Property, and Article 37 hereof, entitled Confidentiality.


 


B.    The Contractor shall provide for review meetings with Inmarsat, and
submit reports and documentation, in accordance with Annex A hereto, entitled Statement of Work.  Any approvals granted by Inmarsat at a
design review or other review meetings, or with respect to  any documentation, shall not relieve the Contractor from
responsibility and shall be without prejudice to Inmarsat’s rights under this
Contract in the event that any deliverable items do not satisfy the
requirements of this Contract.


 


C.    Inmarsat shall have the right, at all reasonable times during the
performance of this Contract, subject to reasonable notice to the Contractor
and to any applicable security regulations of the Contractor and its
Subcontractors, to monitor the Work in progress at the plants of the Contractor
and its Subcontractors or other relevant locations, including, but without
limitation to:


 


1.     Access to all
design, development, and manufacturing activities, including development and
engineering model testing; and


 


2.     In accordance with
Annex J hereto, entitled Overall Test
Plan, the right to witness all qualification, protoflight, and acceptance
testing of all deliverable equipment, including development tests used for the
purpose of demonstrating qualification.


 


D.    If Inmarsat determines that any of the Work will not conform to the
requirements of this Contract, Inmarsat shall promptly notify the Contractor of
the particulars, and the Contractor shall promptly make the necessary
corrections at its own cost.  The
decision as to how to make the corrections shall be in the Contractor’s
discretion, but shall require consultation with Inmarsat.  If the Contractor fails to make such
corrections promptly, and to Inmarsat’s satisfaction, the remedies in Paragraph
C of Article 24 hereof, entitled Inmarsat’s
Other Remedies for Breach, shall apply. 
Nothing in this paragraph shall relieve the Contractor from its
obligation to comply with the delivery schedule referred to in Article 4
hereof, entitled Performance
Schedule.  Moreover, any failure of
Inmarsat to detect deficiencies while monitoring and inspecting Work in
progress shall be without prejudice to Inmarsat’s right to notify the
Contractor of such deficiencies pursuant to Article 9 hereof, entitled Final Acceptance.


 


E.     During the period of performance of the Work, all documentation and
data relating thereto shall, upon Inmarsat’s request and at Inmarsat’s
election, be made available for inspection and copying at the plants of the
Contractor and its Subcontractors, or be provided to Inmarsat.  With respect to any such documentation and
data other than Deliverable Data, the reasonable costs of copying or delivery
shall be reimbursed by Inmarsat.  For a
period of three (3) years after termination or expiration of this Contract, to  the extent that such documentation and
data is of a type normally retained by the


 


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Contractor and its Subcontractors, it shall
continue to be available under the same terms and conditions.


 


F.     The provisions of this Article shall also apply to the design,
manufacturing, and test history of other programmes in the heritage of the
Spacecraft, EXCEPT to the extent that any of these provisions would violate
contracts between the Contractor or its Subcontractors and the customers of
such other programmes.


 


G.    Subject to reasonable arrangements to ensure confidential treatment
of proprietary information and to the provision below, the same rights of
access granted to Inmarsat in this Article shall be granted to any technical
consultants working for Inmarsat in connection with this Contract or projects
related to  the Work, and to the
technical consultants of any entities providing, or working with Inmarsat to
obtain, insurance or external financing of the Spacecraft or associated Launch
services (“Inmarsat Consultants”).


 


H.    Inmarsat shall submit to the Contractor the individual names of any
proposed Inmarsat Consultants who require access to any premises and/or to any
of the Contractor’s or its Subcontractors’ proprietary information and the
Contractor shall have the right to approve such access for such Consultants.
The Contractor shall approve or disapprove of any such individual names
submitted by Inmarsat for such access within two (2) days of Inmarsat’s
submission. Such approval shall not be unreasonably withheld by the Contractor
unless such Consultants are employed or are contracted to provide services to
another spacecraft manufacturer.  In the
event the Contractor disapproves of a proposed Inmarsat Consultant, the
Contractor shall as soon as practicable provide Inmarsat with an oral or
written explanation.


 


I.      The Contractor will pass through to its Key Subcontractors the
provisions of this Article.  Where
practical such provisions shall be passed through in the same form but the
Contractor may vary the wording of the same provided that Inmarsat’s rights are
fully secured thereby.


 


J.     The Contractor will use all reasonable efforts to pass through to
Subcontractors other than the Key Subcontractors the provisions of this
Article.  In any case where the
Contractor is unable to pass through the provisions of this Article to a
Subcontractor other than a Key Subcontractor, Inmarsat’s rights of access shall
be no less than the Contractor’s rights.


 


Article 9                       Final Acceptance


 


A.    All Work (other than Source Codes) shall be subject to Final
Acceptance by Inmarsat, which for Spacecraft shall  be accomplished in the
Launch Readiness Review referred to in Section 7.4.4 of Annex A hereto,
entitled Statement of Work, EXCEPT
as otherwise provided in Paragraph B(3) of Article 33 hereof, entitled Option to Store Spacecraft, and for
non-Spacecraft items shall be accomplished in accordance with the requirements
given in Appendix 3 of Annex A hereto entitled Statement of Work.


 


B.    Final Acceptance for Spacecraft shall be evidenced by issuance by
Inmarsat of a certificate of Final Acceptance, which shall be provided to the
Contractor by Inmarsat promptly following successful completion of such Launch
Readiness Review.


 


C.    The Contractor’s right to retain any progress payments made pursuant
to Paragraph A of Article 7 hereof, entitled Payment Terms, shall be conditional upon Final


 


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Acceptance of the Spacecraft to which such
payments relate.  Payment of progress
payments shall not be construed as acceptance of any part of the Work, UNLESS
the milestone event to which the progress payment corresponds is so
defined.  If any Spacecraft is not
finally accepted, the progress payments relating to it shall be subject to
refund to the extent such refund is provided for in other Articles of this
Contract.


 


D.    If Inmarsat determines that any deliverables do not conform to the
requirements of this Contract, Inmarsat shall promptly notify the Contractor of
the particulars, and the Contractor shall promptly make the necessary
corrections at its own cost.  The decision
as to how to make the corrections shall be in the Contractor’s discretion, but
shall require consultation with Inmarsat. 
If the Contractor fails to make such corrections promptly, and to
Inmarsat’s satisfaction, the remedies in Paragraph C of Article 24 hereof,
entitled Inmarsat’s Other Remedies for
Breach, shall apply. In the event that Inmarsat does not notify the
Contractor of any non conformances with respect to the requirements of the
Contract in respect of deliverables other than the Spacecraft or other
deliverables for which there is a Final Acceptance Review as defined in Section
7.4.5 of Annex A, within thirty (30) days of delivery in accordance with
Article 19, such deliverables shall be deemed accepted at the end of such
period.


 


Article 10                Title and Assumption of Risk


 


A.    With respect to all deliverable equipment other than Software (but
including the media containing the Software) identified in Appendix 3 of Annex
A hereto, entitled Statement of Work,
the Contractor warrants to Inmarsat that it will deliver good title, free from
any claim, lien, pledge, mortgage, security interest, or other encumbrances,
including, but not by way of limitation, those arising out of or connected with
the performance of the Work.


 


B.    Title and risk of loss of or damage to each Spacecraft shall pass to
Inmarsat at Lift-Off, PROVIDED that, if the Spacecraft is placed in storage
pursuant to Paragraph D of Article 19 hereof, entitled Remedies for Late Delivery, or where the Combined Mass has been
exceeded as provided for in Article 20 hereof, entitled Remedies for Exceeding Specified Mass, title and risk of loss shall
pass in accordance with Paragraph 9 of Article 33B hereof, entitled Option to Store  Spacecraft.


 


C.    Title (other than in Software but including the media containing the
Software) and risk of loss of or damage to any deliverable equipment other than
the Spacecraft shall pass to Inmarsat upon Final Acceptance in accordance with
Article 9, entitled Final Acceptance,
except for the TT&C Suitcase Simulator, for which title shall pass to
Inmarsat upon delivery to Inmarsat in accordance with the requirements of
Appendix 3 of Annex A hereto, entitled Deliverable
Equipment and Services.


 


D.    The risk of loss of or damage to any equipment delivered by Inmarsat
to the Contractor shall remain with the Contractor at all times until returned
to Inmarsat.


 


E.     Title to deliverable documents specified in Appendix 5 of  Annex A, or any documents delivered
pursuant to any other provision of this Contract, shall pass to Inmarsat at the
time of delivery.


 


F.     In respect of Software, the Contractor shall grant the rights
identified in Paragraphs G and J of Article 13, entitled Inmarsat’s Rights in Intellectual Property.


 


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Article 11                Warranty


 


A.    Notwithstanding any prior inspection or acceptance by Inmarsat, the
Contractor provides the following warranty with respect to all equipment and
services specified in Article 3 hereof, entitled Contractor Deliverables, except for source codes for which no
warranty is given:


 


1.     All equipment shall
be free from any defects in design, materials or workmanship unless waived in
writing by Inmarsat in accordance with Paragraph K of Article 31, entitled Changes and, UNLESS otherwise agreed in
writing by Inmarsat, shall not have been previously used or refurbished.


 


2.     All services shall
be performed in a skilful and workmanlike manner consistent with the generally
accepted custom and practice in the industry.


 


3.     All equipment and
services shall conform to the requirements specified in this Contract,
including its Annexes.


 


B.    This warranty  in relation to Spacecraft shall
commence at the time of Final Acceptance pursuant to Article 9 hereof, entitled
Final Acceptance, and shall run
until the Spacecraft is Launched, or for a period of five (5) years, whichever
occurs first, PROVIDED that, if the Spacecraft is placed in storage pursuant to
Paragraph D of Article 19 hereof, entitled Remedies
for Late Delivery, or where the Combined Mass has been exceeded as provided
for in Article 20 hereof, entitled Remedies
for Exceeding Specified Mass, the warranty shall run in accordance with
Paragraph B(10) of Article 33 hereof, entitled Option  to Store Spacecraft.
The warranty for all deliverable equipment and Software, other than Spacecraft,
shall commence at the time of Final Acceptance for a duration of  one (1) year except that the warranty
for the Payload Control System Software shall extend until one (1) year
following successful completion of the PCS-to-Satellite Compatibility
Test.  The warranty for services shall
commence upon their completion for a duration of one (1) year.


 


C.    In the event of defective or non-conforming equipment or services,
Inmarsat may require the Contractor to correct or replace the defective or
non-conforming item at the Contractor’s expense.  The decisions whether the non-conforming item is to be corrected
or replaced, and how to make any corrections, shall be in the Contractor’s
discretion, but shall require consultation with Inmarsat.  If the Contractor does not correct or
replace the item promptly after notification from Inmarsat, or if the
Contractor fails to do so to Inmarsat’s satisfaction, the remedies in Paragraph
C of Article 24 hereof, entitled Inmarsat’s
Other Remedies for Breach, shall apply.


 


D.    With respect to any defective item that is corrected or replaced,
the warranty period specified in Paragraph B of this Article shall be a
cumulative period, including the period prior to  correction or replacement and the  period thereafter.


 


E.     The Contractor shall not be responsible for any defects or
non-conformances in items caused by the failure of Inmarsat to operate or
maintain such items (or part thereof) in accordance with the Contractor’s
operation manuals provided that such operation manuals do not conflict with the
contractual requirements in respect of such items, or which arise due to
modifications or alterations to such items by or on behalf of Inmarsat or by a
third party without the Contractor’s prior written authorisation.


 


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F.     EXCEPT AS OTHERWISE PROVIDED IN THIS CONTRACT, THE WARRANTY IN THIS
ARTICLE IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, AT LAW
(INCLUDING STATUTE) OR IN EQUITY.


 


Article 12                Corrections in Unlaunched Spacecraft


 


A.    If, at any time prior to the Launch of any Spacecraft, data
available with respect to any other Spacecraft or any programmes in the
heritage of the Spacecraft indicates that defects exist that may adversely
affect the operation of such  Spacecraft, the Contractor shall
take prompt appropriate corrective measures at its own expense so as to
eliminate the deficiencies from all unlaunched Spacecraft to Inmarsat’s
satisfaction.  Should the Contractor
admit that such a defect exists but dispute that such defects will recur in
unlaunched Spacecraft, the onus of proof shall be on the Contractor to
demonstrate that such defects will not recur. 
The decision as to how to make the corrections shall be in the
Contractor’s discretion, but shall require consultation with Inmarsat.  If the Contractor fails to take such
corrective measures promptly, and to Inmarsat’s satisfaction, the remedies in
Paragraph C of Article 24 hereof, entitled Inmarsat’s
Other Remedies for Breach, shall apply.


 


B.    If such corrections will affect the Contractor’s ability to comply
with the delivery schedule referred to  in
Article 4 hereof, entitled Performance
Schedule, the parties shall in good faith negotiate adjustments to that schedule.


 


C.    The Contractor shall not be required to disclose in-orbit data about
spacecraft owned by others if such disclosure would violate contracts between
the Contractor or its Subcontractors and such owners but the Contractor shall
be required to notify Inmarsat of deficiencies in such spacecraft within the
scope of Paragraph A of this Article.


 


Article 13                Inmarsat’s Rights in Intellectual Property


 


A.    The Contractor hereby grants to Inmarsat the world-wide,
irrevocable, non-exclusive, royalty-free right to use and to sub-licence others
to use for Inmarsat Purposes any Foreground Data or Foreground Invention.  Any sub-licence granted by Inmarsat shall be
non-exclusive and shall not include the right for the sub-licencee to grant
further sub-licences.


 


B.    The Contractor shall, as soon as practicable and in any event upon
completion of the Work to be performed under this Contract, provide Inmarsat
with full written details of any Foreground Data or Foreground Invention.


 


C.    Subject to the remainder of this Article, the Contractor shall have
the right to file patent applications in respect of any Foreground Invention.
If the Contractor does not wish to patent any Foreground Invention in any
jurisdiction or wishes to discontinue prosecution of any patent application in
such jurisdiction, then it shall so notify Inmarsat in writing. Inmarsat shall
then have the right to file a patent application or, as appropriate, prosecute
any existing patent application, in which case, the Contractor shall assign to
Inmarsat the entire right, title and interest in the Foreground Invention or
patent application for such jurisdiction. Each of the Contractor and Inmarsat
shall ensure that it takes no action which would adversely affect the
patentability of any Foreground Invention. 
Should Inmarsat obtain a patent on any Foreground Invention, then the
Contractor shall have the irrevocable royalty-free, non-exclusive right to use
and sub-licence others to use the same.


 


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D.    To the extent that the Contractor has or has been granted such right
or subsequently is granted such right, Inmarsat and any subsequent owner,
lessee or any third party to whom deliverable equipment (including the
Spacecraft) is disposed of shall have the royalty-free, non-exclusive right to
use, or have third parties who are not competing spacecraft manufacturers
(provided always that such restriction shall not apply if and to the extent
that Inmarsat has elected to have all or part of the Work completed by a third
party under the provisions of Paragraphs A.3.a and C.1 of Article 24 hereof,
entitled Inmarsat’s Other Remedies for
Breach) use on their behalf, Background Data and Background Inventions
solely for the purpose of, using, repairing or maintaining such deliverable
equipment.  The Contractor shall use all
reasonable efforts to obtain such rights and shall promptly notify Inmarsat of
any failure to obtain the same.


 


E.     With the exception of Deliverable Data listed in Appendix 6 of Annex
A hereto, entitled Statement of Work,
for which Inmarsat shall have unrestricted rights to copy and use for Inmarsat
Purposes, Inmarsat shall have the right to copy and use Deliverable Data for
Inmarsat Purposes subject to the provisions of Paragraphs A and D of this
Article.


 


F.     The Contractor shall do all acts and things or execute any documents
as may be reasonably required by Inmarsat to vest or perfect the rights granted
hereunder.


 


G.    In respect of Software, the Contractor hereby grants to Inmarsat, subject
to the provisions of Paragraph H of this Article, the world-wide, irrevocable,
non-exclusive, royalty-free right to use and to sub-licence others to use for
Inmarsat Purposes. Any sub-licence granted by Inmarsat shall be non-exclusive
and shall not include the right for the sub-licencee to grant further
sub-licences.


 


“Use” (or to “use”) in relation to Software
means copying it from a store unit or medium into equipment, running or
processing it, operating upon it, all of the aforementioned either alone or
with other programmes, and producing copies including, where appropriate, in
eye-readable form.


 


H.    Insofar as the Software contains commercial off-the-shelf software,
then the Contract Price provides for the use of the number of copies specified
in Appendices 3 and 4 of Annex A, entitled Statement
of Work.  Should Inmarsat require
additional copies it shall either itself procure the necessary rights or
alternatively request the Contractor to procure such rights at Inmarsat’s cost.


 


I.      Nothing herein shall be construed as limiting any rights of Inmarsat
or obligations of the Contractor under the Contract, including specifically the
right of Inmarsat without payment of additional compensation to use, have used,
deliver, lease, sell or otherwise dispose of, any item or part thereof required
to be delivered by the Contractor.


 


J.     The Contractor has agreed to deliver to Inmarsat a copy of certain
source codes as listed in Annex A Appendices 3 and 4 (the “Source Codes”) and
will replace such copy if it is damaged or destroyed.  The Contractor hereby grants to Inmarsat the irrevocable,
non-exclusive, royalty-free right (without the right to sub-license) to use the
Source Codes for Inmarsat Purposes. 
Inmarsat shall not use the Source Codes other than in locations in the
United Kingdom or France provided that the Contractor shall not unreasonably
withhold consent for use in other countries for operational reasons.


 


Without the prior written consent of the
Contractor, Inmarsat will not (i) copy, modify (except as provided in Annex A),
amend or extend any part, module or subset of any


 


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Source Code; or (ii) disclose to any third
party or permit any third party to use any Source Code or any part, module or
subset thereof; or (iii) use any Source Code or any part or module thereof
other than for Inmarsat Purposes; or (iv) sell, lease, license or otherwise
distribute or dispose of any Source Code or any part, module or subset thereof.


 


On breach by Inmarsat of its obligations
under this Paragraph J of Article 13, the license granted by the Contractor
hereunder shall immediately terminate, Inmarsat shall return all copies of the
Source Codes or any part, module or subset thereof to the Contractor and
Inmarsat shall indemnify the Contractor, its Subcontractors, and the officers,
employees, agents, or subsidiaries of any of them from and against any loss,
damage, liability, or expenses (including reasonable legal fees) resulting from
such breach.


 


If there is any inconsistency between the
provisions of this Paragraph J and the other Paragraphs of this Article 13, the
provisions of Paragraph J shall prevail.


 


Article 14                Industrial and Intellectual Property Rights Indemnity


 


A.    This Article shall apply with respect to all claims that the
manufacture, sale, lease, or use of any Spacecraft or any other item delivered
pursuant to this Contract or used in the performance of the Work infringes any
industrial or intellectual property right, including, but without limitation
to, patents, trade marks, registered designs, and copyrights, or breaches any
confidence, including trade secrets, except where such infringement arises from
use or combination with any other item or to the extent such Spacecraft or item
delivered under the Contract is modified following Final Acceptance by an
entity other than Contractor or its Subcontractors, when and to the extent the
infringement would not have occurred but for such combination, use or
modification.


 


B.    The Contractor shall resist and defend or settle, at its own
expense, any claims against any Indemnitees, and shall pay any royalties and
other costs required by the settlement of such claims, and any damages and
costs awarded and due and payable as a result of any legal action based on such
claims, PROVIDED that the Indemnitees give the Contractor prompt notice of such
claims, all necessary authority to defend or settle the claims on their behalf,
and, at the request of the Contractor and at the Contractor’s cost, reasonable
co-operation and assistance and such relevant information as is available to
them.


 


C.    In the event that, as a result of any such claim, the manufacture or
delivery of the Spacecraft or item is enjoined, or the sale, lease, or use
thereof is enjoined after delivery, the Contractor shall do the following, in
the order stated:


 


1.     Use all reasonable
efforts (including but not limited to the payment of any necessary licence
fees) to negotiate a license or other agreement with the plaintiff to resolve
the alleged infringement.


 


2.     Subject to the
technical approval of Inmarsat and any other Indemnitees directly affected by
the injunction, modify the Spacecraft or item, by substitution of a
non-infringing subsystem or component or otherwise, so that the Spacecraft or
item will no longer be subject to the injunction, PROVIDED that this Article
shall thereafter apply to the modified Spacecraft or item.


 


3.     In the event that
neither of the foregoing alternatives is suitably accomplished by the
Contractor, the Contractor shall be liable to the Indemnitees


 


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directly affected
by the injunction, for direct damages suffered and costs reasonably incurred as
a result of inability to use the Spacecraft or item.


 


D.    No infringement claims shall excuse the Contractor from the
consequences of Article 19 hereof, entitled Remedies for Late Delivery. 
Any injunction after delivery restricting use of delivered Spacecraft
shall be treated as a Spacecraft deficiency for the purpose of Article 21
hereof, entitled Spacecraft Performance
Incentives.


 


The Contractor’s obligations under this
Article shall extend to all infringement claims arising during the in orbit
lifetime of the Spacecraft.


 


Article 15                Loss and Damage Indemnity


 


A.    The following indemnities shall apply with respect to any loss of or
damage to property, or personal injury or death, to the extent  caused
by any act or omission for which  the Contractor, or its
Subcontractors, or the employees or agents of any of them are legally liable,
in the performance of the Work, EXCEPT as otherwise provided in Article 16
hereof, entitled Disclaimer of Liability
at Launch Site, and PROVIDED that the Contractor shall have no obligation
to provide indemnification from liabilities caused by any Spacecraft after
Lift-Off or other items deliverable under this Contract after Final Acceptance
:


 


1.     In the case of loss
or damage, or injury or death, suffered by an Indemnitee, the causes of action
and remedies shall be determined in accordance with the tort law or other
applicable law in the relevant jurisdiction, EXCEPT that, in addition, the
Contractor shall be responsible as indemnitor for the consequences of acts or
omissions of its Subcontractors for which they are legally liable.


 


2.     In the case of loss
or damage, or injury or death, suffered by third parties, including employees
of the Contractor or its Subcontractors, the Contractor shall, at its own
expense, defend any claims brought against any of the Indemnitees, and shall
pay all damages and costs associated with settlements or awards in connection
therewith, PROVIDED that the Indemnitees give the Contractor prompt notice of
such claims, appropriate authority to defend the claims on their behalf, and,
at the request of the Contractor, reasonable co-operation and assistance and
such relevant information as is available to them.


 


B.    Inmarsat shall have a reciprocal obligation, subject to the same
exceptions and provisos applied mutatis
mutandis, to indemnify the Contractor, its Subcontractors, and the
officers, employees, agents, or subsidiaries of any of them, with respect to
loss of or damage to property, or personal injury or death, to the extent
caused by any act or omission for which  Inmarsat, its other contractors, or
the employees or agents of any of them are legally liable, in connection with
the Work.


 


C.    Without prejudice to Inmarsat’s rights under Article 11, entitled Warranty, Article 14, entitled Industrial and Intellectual Property Rights
Indemnity, and Article 21, entitled Spacecraft
Performance Incentives, Inmarsat shall indemnify and hold the Contractor,
and its officers, employees, or agents harmless from and against any loss,
damage, liability, or expenses (including reasonable legal fees) resulting from
any third party claims which may arise in connection with the use, operation,
performance, non-performance, failure or degradation of a Spacecraft after
Lift-Off, or of other items deliverable under this Contract after Final
Acceptance.


 


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Inmarsat shall resist and defend or settle,
at its own expense, any claims against the Contractor, its officers, employees,
or agents, and shall pay any costs required by the settlement of such claims,
and any damages and costs awarded and due and payable as a result of any legal
action based on such claims, PROVIDED that the Contractor gives Inmarsat prompt
notice of such claims, all necessary authority to defend or settle the claims
on its behalf, and, at the request of Inmarsat and at Inmarsat’s cost,
reasonable co-operation and assistance and such relevant information as is
available to it.


 


This indemnity shall not apply to the
extent that a claim arises from the negligence of the Contractor.


 


Article 16                Disclaimer of Liability at Launch Site


 


A.    With respect to loss of or damage to property, or personal injury or
death, arising out of activities at the Launch site, both parties agree to
enter into any inter-party waiver of liability that is required in connection
with each Launch Vehicle.


 


In addition to any agreements required in
connection with each Launch Vehicle, and notwithstanding anything to the
contrary in Article 15 hereof, entitled Loss
and Damage Indemnity, the parties hereby waive any claims against each
other arising out of activities at the Launch site, EXCEPT that risk of loss of
or damage to the Spacecraft shall continue to be governed by Article 10 hereof,
entitled Title and Assumption of Risk.


 


Article 17                Consequences of Force Majeure


 


A.    The purpose of this Article is to establish the consequences of
Force Majeure events preventing either party from complying with any of its
obligations under this Contract.  For
the avoidance of doubt the payment obligations of either party shall not be the
subject of Force Majeure.


 


B.    Any party whose ability to perform is affected by a Force Majeure
event shall take all reasonable steps to mitigate the impact of such event.


 


C.    If the effect of a Force Majeure event is temporary, subject to
Paragraph D of this Article, the  party
so affected shall not be responsible for any consequent delay, and the relevant
schedule or time period shall be extended accordingly, if notice is given to
the other party within seven (7) days after the party affected becomes aware,
or should reasonably have become aware, that the event has occurred.  At the time of the initial notice of the
occurrence of the event, or as soon thereafter as possible, the party affected
shall inform the other party of the extent of the  delay expected as a result of the event.


 


D.    In the case of one or more Force Majeure events notified by the
Contractor having a temporary effect on the ability of the Contractor to
deliver any Spacecraft within the schedule referred to in Article 4 hereof,
entitled Performance Schedule, if
the effect is, or will be, to delay such delivery by more than one hundred and
eighty (180) days, or in the case of Force Majeure events notified by the
Contractor permanently preventing the Contractor from complying with the
schedule, Inmarsat may declare this Contract to be discharged as to the
Spacecraft so affected.  With respect to
such Spacecraft, Article 26 hereof, entitled Termination for Convenience,
shall be applied mutatis  mutandis
to determine the impact on the Contractor and the Contractor shall be entitled
to ***


 


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*** to which it would have been entitled
under Article 26. The Contractor will retain title to the Work but beneficial
ownership will be shared equally between the parties.  Inmarsat shall not transfer, charge or otherwise dispose of its
rights of beneficial ownership to a third party and shall release any rights of
beneficial ownership upon either a sale in accordance with Paragraph E of this
Article or at the end of the *** period referred to in Paragraph E of this
Article.


 


E.     Following
a termination according to the provisions of Paragraph D of this Article 17 the
Contractor may proceed with the sale of such Spacecraft with Inmarsat’s agreement.  The proceeds realised from any subsequent
sale of such Spacecraft shall be applied first to the reasonable costs and
expense incurred by the Contractor for the storage, protection, removal,
modification, completion, sale, and delivery of such Spacecraft, and the
remaining amount shall be shared equally between the Contractor and
Inmarsat.  The Contractor shall have no
obligation to pay to Inmarsat any proceeds of the sale of such Spacecraft
unless the Contractor has contracted to sell the Spacecraft within *** months
after such termination.


 


Article 18                Governmental Authorisations


 


A.    The Contractor shall be responsible for obtaining and maintaining
all governmental authorisations necessary for the performance of the Work.
Inmarsat agrees to provide all reasonable assistance to the Contractor and its
Subcontractors in obtaining and maintaining all such governmental
authorisations.  The key authorisations
required, and the dates by which they must be obtained, are identified in Annex
G hereto, entitled Governmental  Authorisations (“Key Authorisations”).


 


B.    The Contractor shall, at the end of **** from EDC, present a report
to Inmarsat on the Key Authorisations. The report shall contain a detailed
description of the Contractor’s progress in obtaining the Key Authorisations
and shall present a conclusion as to whether the Contractor will fail to  obtain or maintain any Key
Authorisation such that the Contractor will be unable to deliver any Spacecraft
within ****  after  the due date for delivery specified in
Article 4 hereof, entitled Performance
Schedule, as that date may be modified pursuant to Paragraph B of Article
12 hereof, entitled Corrections in  Unlaunched Spacecraft, Article 17
hereof, entitled Consequences of Force
Majeure, or Article 31 hereof, entitled Changes (a “Negative Conclusion”)  or whether it will not be prevented, by the need to obtain or
maintain any Key Authorisation, from being able so to deliver (a “Positive
Conclusion”).


 


C.    Inmarsat shall accept or reject the conclusion of the report within
ten (10) days of receipt.


 


D.    If Inmarsat rejects the conclusion of the report, then, the
Contractor shall, within ten (10) days of being notified of such rejection,
present a written recovery plan to Inmarsat including corrective actions that
the Contractor will take to circumvent the failure to obtain or maintain such
Key Authorisation such as identification of alternative suppliers. If Inmarsat
does not accept or reject the recovery plan within ten (10) days from receipt
then the recovery plan shall be deemed to have been rejected.  If Inmarsat accepts the recovery plan this
Contract shall be deemed amended in accordance with the plan forthwith and
Inmarsat shall confirm this by formal amendment to the Contract in accordance
with the provisions of Article 31 hereto, entitled Changes, within thirty (30) days from receipt of the recovery plan.


 


E.     If the Contractor’s recovery plan is not acceptable to Inmarsat,
then the responsible officers of Inmarsat and the Contractor identified in
Article 40 hereof, entitled Responsible
Officers shall discuss the plan in good faith in an effort to develop a
plan acceptable to both parties within a period of ten (10) days from rejection
of the recovery plan. Any failure by such responsible officers to reach agreement
within such period shall be escalated promptly to the parties’ chief executive
officers. Any agreed recovery plan and/or any agreement reached between the
parties’ chief executive officers shall be incorporated into this Contract by
amendment pursuant to Article 31 hereto, entitled Changes within five (5) days of such agreement.


 


F.     ****


 


G.    If Inmarsat accepts the conclusion of the report, being a Positive
Conclusion, or if Inmarsat rejects the conclusion of the report and the parties
agree a recovery plan under sub-paragraphs D or E above, any failure to obtain
or maintain a Key Authorisation identified in the report shall be deemed cured
so long as the Contractor complies with any agreed recovery plan.


 


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H.    ****


 


I.      ****


 


J.     The remedies in this Article shall be Inmarsat’s exclusive remedy
and shall be in lieu of any other remedies at law, in equity or under the
Contract with respect to the Contractor’s failure to obtain and maintain any
governmental authorisation.


 


Article 19                Remedies for Late Delivery


 


A.    The Contractor understands that Inmarsat intends to procure Launch
services for the Spacecraft in reliance on the delivery schedule specified in
Article 4 hereof, entitled Performance
Schedule.  Therefore, the Contractor
accepts that time is of the essence of this Contract, and that delayed delivery
by the Contractor may cause Inmarsat to incur additional costs, including
launch service postponement fees, loss of anticipated revenue, and other
damages difficult or impossible to measure. 
The Contractor agrees to be subject to the liquidated damages provided
for in this Article, and further agrees that such liquidated damages are
intended to be compensatory and do not constitute a penalty.


 


B.    With reference to the definition of “Spacecraft” in Article 1
hereof, entitled Definitions, and
for the avoidance of doubt, this Article shall also apply to all equipment and
services associated with the Spacecraft and necessary to support the Launch
campaign.


 


C.    Subject to Paragraph B of Article 12 hereof, entitled Corrections in Unlaunched Spacecraft, Article
17 hereof, entitled Consequences of
Force Majeure, and Article 31 hereof, entitled Changes, if the milestone deadlines referred to below or the
Spacecraft delivery deadlines specified in Article 4, entitled Performance Schedule are not met, the
Contractor shall be subject to the following liquidated damages.  These amounts are firm, fixed and not
subject to adjustment due to changes in economic conditions.  The Contractor’s liability under this
paragraph shall not exceed the aggregate of these specified liquidated damages.


 


	
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D.    If delays to Spacecraft are such that the Launch Vehicle agency
re-manifests the Spacecraft, the Contractor shall provide free storage of the
Spacecraft until the  next available
Launch opportunity on the same Launch Vehicle or, if earlier, any replacement
Launch Vehicle that Inmarsat procures subject to Paragraph E of this
Article.  UNLESS otherwise directed by
Inmarsat, such storage services shall be provided free of charge but otherwise
in accordance with Paragraph B of Article 33 hereof, entitled Option to Store Spacecraft.  The Contractor’s liability for
liquidated damages for Spacecraft under Paragraph C of this Article shall cease
at the time the Spacecraft is available for the tests specified in Paragraph
B(3) of Article 33 that precede storage, PROVIDED that, if deficiencies are
discovered during such tests, Paragraph F of this Article shall apply mutatis mutandis.


 


E.     If Inmarsat elects to procure a replacement Launch Vehicle pursuant
to Paragraph D of this Article, Inmarsat must choose from Ariane 5, Sea Launch
5400, Sea Launch 5700, Proton M Breeze M, Delta 4 and Atlas 5. 
The Contractor shall, at its own expense, take all necessary actions to
ensure compatibility between the Spacecraft and the replacement Launch Vehicle,
in accordance with Section 3 of Annex A hereto, entitled Statement of Work. If the Spacecraft, after achieving Successful
Injection, does not maintain Satisfactory Operation for the full Orbital Life
because of the use of the replacement Launch Vehicle, Paragraph B of Article 21
hereof, entitled Spacecraft Performance
Incentives, shall apply with respect to any shortfall.


 


F.     For the purpose of this Contract, delivery of each Spacecraft shall
be deemed to have occurred at the time that it has arrived at the designated
Launch site and been inspected by Inmarsat to ensure that there has been no
apparent loss or damage in transit, so that the Spacecraft is available for
commencement of the launch campaign. 
Such delivery shall be subject to Inmarsat’s rights under Article 9
hereof, entitled Final Acceptance.  In the event that Inmarsat subsequently
rejects the Spacecraft pursuant to Article 9, delivery shall not be deemed to
have occurred until the defects that led to such rejection have been remedied
to Inmarsat’s satisfaction, PROVIDED that liquidated damages shall not apply
during the period between delivery and discovery of such defects.  To minimise any Launch delays, the
Contractor shall expedite remedial actions, including dispatch of spare parts
via chartered aircraft at its own expense.


 


G.    For the purpose of determining the due date for payment in
accordance with Paragraph B of Article 7 hereof, entitled Payment Terms, Inmarsat’s entitlement to liquidated damages under
this Article shall arise at the end of each calendar month in which delays
occur.  Notwithstanding the foregoing,
liquidated damages shall accrue on a daily basis.


 


H.    In the event that in respect of a Spacecraft the Contractor is
subject to liquidated damages for failure to achieve the milestone dates
identified in Paragraph C above but the Contractor nevertheless delivers such
Spacecraft by the delivery date pursuant to Article 4, entitled Performance Schedule, then any
liquidated damages paid by the Contractor to Inmarsat in respect thereof shall
be reimbursed to the Contractor.


 


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I.      In the event that, at successful completion of the pre-shipment
review in respect of a Spacecraft the Launch Vehicle on which such Spacecraft
is due to be Launched is unavailable such that Inmarsat requests the Contractor
to delay shipment of such Spacecraft to the Launch site, the Contractor’s
liability for liquidated damages shall be temporarily suspended upon successful
completion of such pre-shipment review for the period of such delay and shall
resume at the same level of liability at which they were suspended upon
notification by Inmarsat of a revised delivery date.  If the Spacecraft has been placed into storage as a result of
such delay, no liquidated damages shall be payable for the duration of the
Storage Recovery procedures as specified in Paragraph B8 of Article 33,
entitled Option to Store Spacecraft.


 


J.     ****


 


K.    ****


 


L.     The remedies in this Article shall be Inmarsat’s exclusive remedy
with respect to late delivery during the liquidated damages period of each
Spacecraft and shall be in lieu of any other remedies at law, in equity or
under the Contract for delay except for Inmarsat’s rights of termination under
this Contract.


 


Article 20                Remedies for Exceeding Specified Mass


 


A.    The Contractor understands that any excess mass may cause Inmarsat
to incur additional Launch costs, and may also result in shortening of the
Orbital Life of a Spacecraft if there are physical constraints associated with
the Launch Vehicle preventing the loading of any additional propellant
necessary to achieve Orbital Life with such excess mass.  The actual consequences of excess mass are
dependent upon Launch Vehicle selection and upon mass-related charges to be determined
in negotiations with Launch Vehicle agencies subsequent to EDC.  The Contractor agrees to be subject to the
remedies provided for in this Article, and further agrees that such remedies
are intended to be compensatory and do not constitute penalties.


 


B.    If the specified Combined Mass is exceeded, then following the
Launch of any such Spacecraft, and thirty (30) days after receiving a demand
for payment from Inmarsat, the Contractor shall reimburse Inmarsat according to
the provisions of Paragraphs C and D of this Article.


 


C.    Inmarsat shall promptly notify the Contractor of all Launch dates
(“L”) agreed with the Launch Vehicle agency in respect of each Spacecraft.  In the event that, at or prior to L minus
**** for any Spacecraft, the Contractor notifies Inmarsat that the Combined
Mass of such Spacecraft is exceeded, then the Contractor shall be subject to
the following liquidated damages.  These
amounts are firm, fixed and not subject to adjustment due to changes in
economic conditions.  The Contractor
will pay:


 


(i)                                     for each kilogramme by which the Combined Mass is exceeded (the
“Excess Mass”) up to a limit of the number of kilogrammes of Excess Mass which
may be reached without causing the Spacecraft to be incompatible with the Sea
Launch 5400 Launch Vehicle (the “Compatibility Limit”), **** United States
Dollars; and


 


(ii)                                  if the Excess Mass exceeds the Compatibility Limit, **** United
States Dollars; and


 


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(iii)                               if the Excess Mass exceeds the Compatibility Limit by more than ****
kilogrammes, **** United States Dollars for each kilogramme of Excess Mass
beyond such **** kilogrammes.


 


D.    If the Contractor notifies Inmarsat of an increase or a further
increase of the Combined Mass after L minus ****, the provisions of Paragraph C
of this Article 20 shall apply to any such increase, ****.


 


E.     If the actual Combined Mass of a Spacecraft exceeds the launch
capability of any available Launch Vehicle or if any alternative Launch Vehicle
was not available within 12 months then Inmarsat would be entitled to apply, mutatis mutandis, the termination
provisions of Article 24 hereof, entitled Inmarsat’s
Other Remedies for Breach.


 


F.     In the event that the Combined Mass is exceeded and the Spacecraft
remains compatible with the Sea Launch 5400 Launch Vehicle, the Contractor’s
liability per Spacecraft under Paragraph C(i) of this Article shall not exceed
****.


 


G.    If the Combined Mass is exceeded and Inmarsat elects to procure a
replacement Launch Vehicle, Inmarsat must choose from Ariane 5, Sea Launch
5400, Sea Launch 5700, Proton M Breeze M, Delta 4 and Atlas 5. 
The Contractor shall, at its own expense, take all necessary actions to
ensure compatibility between the Spacecraft and the replacement Launch Vehicle,
in accordance with Section 3 of Annex A hereto, entitled Statement of Work. If the Spacecraft, after achieving Successful
Injection, does not maintain Satisfactory Operation for the full Orbital Life
because of the use of the replacement Launch Vehicle, Paragraph B of Article 21
hereof, entitled Spacecraft Performance
Incentives, shall apply with respect to any shortfall.


 


H.    The remedies in this
Article shall be Inmarsat’s exclusive remedy and shall be in lieu of any other
remedies at law, in equity or under the Contract for exceeding Spacecraft mass.


 


Article 21                Spacecraft Performance Incentives


 


A.            Post–Launch
Milestone Payments


 


1.               After the Launch of each Spacecraft, Inmarsat shall pay to the
Contractor the Post-Launch Milestone Payments given in Table D-2 of Annex D
hereto, entitled Payment Plan
following the successful completion of each Post Launch Milestone identified
therein.


 


2.               With respect to any Spacecraft that does not achieve Successful
Injection, the following provisions shall apply:


 


a.               Inmarsat shall make the payments given in Table D-2 of Annex D
hereto, entitled Payment Plan, and
shall make the incentive payments provided for in Table D-3 of Annex D hereto,
entitled Payment Plan in the same
manner as if the Spacecraft had successfully achieved the Post-Launch Milestones
given in Table D-2 of Annex D hereto, entitled Payment Plan and continuously maintained Satisfactory Operation if
such failure is caused solely by one or more of the following:


 


i.                                          The Launch Vehicle; or


 


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ii.                                       Extraneous events not attributable to the Launch Vehicle, the
Spacecraft, or any act or omission of the Contractor or its Subcontractors,


 


b.              If such failure is caused solely by the Spacecraft or any other act
or omission of the Contractor or its Subcontractors, the Contractor shall not
be entitled to the Post-Launch Milestone Payments given in Table D-2 of Annex D
hereto, entitled Payment Plan or any
of the incentive payments provided for in Paragraph B of this Article,  unless Inmarsat uses such Spacecraft for
commercial purposes, in which case the parties shall agree an equitable level
of payments in good faith.


 


c.               If such failure is attributable in part to the causes specified in
Paragraph A(2)(a) of this Article and in part to the causes specified in
Paragraph A(2)(b) of this Article the Contractor’s entitlement to the
Post-Launch Milestone Payments given in Table D-2 of Annex D hereto, entitled Payment Plan and any of the incentive
payments provided for in Paragraph B of this Article shall be negotiated in
good faith, with the objective of apportioning the Contractor’s entitlement in
accordance with the relative degree to which the causes specified in Paragraph
A(2)(b) contributed to the failure.


 


B.            Incentives
Related to Achieving Satisfactory Operation


 


With respect to each Spacecraft that
successfully achieves the Post-Launch Milestones given in Table D-2 of Annex D
hereto, entitled Payment Plan, the
Contractor shall be entitled to performance incentive payments for maintaining
Satisfactory Operation, subject to the following provisions:


 


1.               The total amount placed at risk with respect to each Spacecraft
contingent upon Satisfactory Operation shall be those amounts identified in
Table D-3 of Annex D hereto, entitled Payment
Plan.  These amounts are firm, fixed
and not subject to adjustment due to changes in economic conditions.


 


2.               To the extent that any failure to maintain Satisfactory Operation is
caused by a failure by  Inmarsat or its other contractors
tocontrol the Spacecraft in accordance with the Contractor’s operating
instructions, the Contractor’s entitlement to performance incentives shall not
be affected and payment thereof shall continue to be made in accordance with
Table D-3 of Annex D, entitled Payment
Plan, hereof, PROVIDED that the Contractor shall have the burden of proving
such causation.


 


3.               Subject to Paragraph B(2) of this Article, with respect to any
period of time during which all of the conditions prescribed for Satisfactory
Operation are not continuously met:


 


a.               The applicable amounts specified in Paragraph B(1) of this Article
shall be adjusted as follows :


 


i.                                          The algorithm in Annex E hereto, entitled Performance Algorithm shall determine such adjustment if the
Spacecraft malfunction manifests itself in any of the performance parameters
included in the algorithm and


 


ii.                                       To the extent that the Performance Algorithm referred to in
sub-paragraph (i) above does not apply to the malfunction the parties
shall negotiate equitable reductions in good faith, such negotiations shall
take into account the operating usefulness to Inmarsat of the Spacecraft with
the malfunction compared to the operating usefulness without the malfunction,
and any


 


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additional costs
Inmarsat may incur and any revenue it may lose as a result of the failure of
the Spacecraft to continuously meet the conditions prescribed for Satisfactory
Operation.


 


b.              If Inmarsat elects not to use the degraded Spacecraft for commercial
purposes, the Contractor shall not be entitled to any applicable incentive
payments from the time Inmarsat terminates use of the Spacecraft.  Inmarsat’s decision on Spacecraft
utilisation shall be final and binding on the Contractor.  Use of the Spacecraft for testing or other
non-revenue producing purposes shall not be deemed a utilisation for commercial
purposes.  Sale or lease of capacity on
the Spacecraft to third parties shall be deemed to be utilisation for
commercial purposes.


 


c.               After terminating use of the Spacecraft, if Inmarsat subsequently
decides to use the Spacecraft for commercial purposes, the parties shall in
good faith negotiate the terms and conditions under which the Spacecraft shall
be re-subjected to performance incentives.


 


d.              In the event that the malfunction does not persist, performance
incentive payments shall be readjusted to a higher level on the date the
malfunction disappears partially or in whole, such new level to be determined
in accordance with the provisions of this Article.


 


4.               For the purpose of determining the due date for payment of
performance incentives in accordance with Paragraph B of Article 7 hereof,
entitled Payment Terms, the
Contractor’s entitlement to performance incentive payments under Paragraph B of
this Article shall arise at the end of each calendar quarter, EXCEPT that
entitlement to the first payment shall not arise until the  end of the initial one-hundred eighty (180) day period following
Successful Injection.


 


C.            Launch
Delays


 


In the event of a Launch delay that is not
attributable to the Contractor, Inmarsat shall pay interest monthly to the
Contractor on the total amounts given in Tables D-2 and D-3 of Annex D hereto,
entitled Payment Plan, at a rate of
**** for each day of delay in Launch from the date announced at the
Pre-Shipment Review to the date of actual Launch.  No payment shall be due until the period of Launch delay exceeds
sixty (60) days, provided however, that once the period of Launch delay has
exceeded sixty (60) days, Inmarsat shall be liable to pay such interest for
each day of delay from the Launch date announced at the Pre-Shipment Review
provided that the interest for the initial sixty (60) days shall be compounded
monthly.


 


D.            Measurements
and Disputes


 


The following provisions shall govern
determinations of Successful Injection and Satisfactory Operation to be made
pursuant to this Article:


 


1.               Determinations of Successful Injection shall be based on all
relevant measurements, computations, and analyses available from Inmarsat or
the Launch Vehicle agency.


 


2.               Determinations of Satisfactory Performance shall be based on
Inmarsat measurements, computations, and analyses.


 


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3.               If the Contractor disagrees with any determination by Inmarsat, and
has evidence to the contrary, Inmarsat shall consider such evidence.  If any disagreement about any such
determination persists, the parties may mutually agree to submit it to a technical
expert, or either party may invoke Article 35 hereof, entitled Arbitration.  At the time that Article 35 is invoked, the potential payor
shall immediately place the full disputed amount in an interest-bearing escrow
account at Bank of America , London England. 
Upon presentation of a certificate duly signed by the authorised
representatives of both parties, or by the arbitrator if one party unreasonably
refuses to sign the certificate, confirming that the dispute has been settled,
the bank shall distribute the funds in accordance with the terms of the
settlement, and the interest earned shall be divided in direct proportion to
such terms.


 


E.              Non-Insurability
of Performance Incentives


 


The Contractor agrees not to insure against
the risk of losing any of the performance incentives in this Article.  In the event that the Contractor does
arrange such insurance in contravention of this paragraph, all of the following
shall apply:


 


1.               If the risk of failure to achieve Successful Injection has been
insured, the Contractor shall forfeit entitlement to the corresponding progress
payment.  If the risk of failure to
maintain Satisfactory Operation has been insured, the Contractor shall forfeit
entitlement to the applicable incentive payments.


 


2.               To the extent that any part of the premium cost of such insurance
has been included in the prices referred to in Article 5 hereof, entitled Prices the Contractor shall refund such
contribution to Inmarsat.


 


3.               Inmarsat shall be entitled to receive any insurance proceeds paid.


 


F.              Exclusivity
of Remedies


 


The remedies in this Article shall be
Inmarsat’s exclusive remedies with respect to the performance of each
Spacecraft after it is Launched other than as provided for in Article 12
hereof, entitled Corrections in
Unlaunched Spacecraft, and shall be in lieu of any other remedies at law or
in equity.


 


Article 22                Remedies for Non-Delivery of Information About Data and Inventions


 


If theContractor fails to deliver all Deliverable Data, or to comply with the
notification requirements due upon completion of the Work pursuant to Paragraph
B of Article 13 hereof, entitled Inmarsat’s
Rights in Intellectual Property, 
Inmarsat may, until such requirements are completely fulfilled to
Inmarsat’s satisfaction, withhold up to five (5) percent of the progress
payments in Annex D hereto, entitled Payment
Plan, that correspond to such milestone events, and any subsequent payment
of such amounts shall not be subject to interest for the period of withholding
permitted by this Article.


 


Article 23                Termination in Special Circumstances


 


A.    Inmarsat shall have the right to terminate this Contract, in whole
or in part, at any time and with immediate effect, in any of the following
circumstances:


 


1.     If the Contractor
becomes insolvent or goes into liquidation, or if its financial position is
such that, within the framework of applicable national law, legal action
leading toward liquidation may be taken against it by its creditors.


 


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2.     If the Contractor
resorts to fraudulent practices in connection with the Contract, including, but
not limited to:


 


a.     Deceit concerning
the nature, quality, or quantity of the Work; or


 


b.     The giving or
offering of gifts or remuneration, for the purposes of bribery, to any person
in the employ of, or acting on behalf of, Inmarsat, or its shareholders,
irrespective of whether such bribes are made on the initiative of the
Contractor or otherwise.


 


B.    In the event  of such
termination, Article 24 hereof, entitled Inmarsat’s
Other Remedies for Breach, shall apply.


 


Article 24                Inmarsat’s Other Remedies for Breach


 


A.            Discharge
for Anticipatory Breach


 


If the Contractor will not be able to
deliver any Spacecraft within ****  after  the due date for delivery specified in
Article 4 hereof, entitled Performance
Schedule, as that date may be modified pursuant to Paragraph B of Article
12 hereof, entitled Corrections in  Unlaunched Spacecraft, Article 17
hereof, entitled Consequences of Force
Majeure, or Article 31 hereof, entitled Changes, Inmarsat may invoke the following provisions with respect
to such Spacecraft:


 


1.               Inmarsat may give the Contractor notice of potential discharge for
anticipatory breach, and the parties shall enter into good faith consultations
to ascertain whether the schedule can be recovered to within such ****.


 


2.               The Contractor shall, within ten (10) days of notice of potential
discharge, present a written recovery plan to Inmarsat showing the corrective
actions that the Contractor will take to ensure that the schedule is recovered to
within such ****.  If Inmarsat does not
accept or reject the recovery plan within ten (10) days from receipt then the
recovery plan shall be deemed to have been rejected.  If Inmarsat accepts the recovery plan this Contract shall be
deemed amended in accordance with the plan forthwith and Inmarsat shall confirm
this by formal amendment to the Contract in accordance with the provisions of
Article 31 hereto, entitled Changes,
within thirty (30) days from receipt of the recovery plan.


 


If the
Contractor’s recovery plan has been rejected by Inmarsat, then the responsible
officers of Inmarsat and the Contractor shall discuss the plan in good faith in
an effort to develop a plan acceptable to both parties within a further period
of ten (10) days from rejection of such plan.


 


Any failure by
such responsible officers to reach agreement within such further period of ten
(10) days shall be escalated promptly to the parties’ chief executive officers.


 


Any agreed
recovery plan and/or any agreement reached between the parties’ chief executive
officers shall be incorporated into this Contract by amendment pursuant to
Article 31 within five (5) days of such agreement.


 


3.               If the chief executive officers are unable to agree upon an
acceptable recovery plan after a further period of ten (10) days from such
escalation, or such longer period as Inmarsat in its discretion may allow, and
if the Contractor does not demonstrate that the schedule can be recovered to
within such one hundred and eighty day period,


 


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Inmarsat may
notify the Contractor that Inmarsat is treating the Contract as discharged for
anticipatory breach, with respect to all or part of the Work related to the
Spacecraft affected by the breach, and in that event Inmarsat may elect to
exercise one of the following remedies:


 


a.               Inmarsat may take over all or part of the Work affected by the
discharge, and proceed with the same to completion, by contract or otherwise
subject to it having paid the Contractor a fair and reasonable value for any
such Work it elects to take over.  For
this purpose, (i) Inmarsat may take possession of, and utilise in completing
the Work, such materials, equipment, and Technical Data and Information as may
be necessary therefor, and (ii) the licences granted pursuant to Article 13
shall continue to apply and shall extend to any use necessary to complete the
Work as aforesaid. The Contractor shall reimburse Inmarsat for any and all
increased costs reasonably incurred in completing the Work, up to a maximum of
****; or,


 


b.              With respect to any part of the Work affected by the discharge that
Inmarsat does not elect to take over and complete, the Contractor may retain
title to the Work, and shall reimburse Inmarsat for all amounts previously paid
for such Work, with interest at LIBOR calculated from the day following the
date of each payment by Inmarsat until the date of reimbursement, and shall
also be liable for any and all increased costs reasonably incurred by Inmarsat
in procuring alternative equipment and/or services.


 


4.               In the event that the parties cannot agree a fair and reasonable
value for the Work as envisaged in Paragraph A.3(a) of this Article within a
thirty (30) day period then either party may invoke Article 35 hereof entitled Arbitration.  At the time that Article 35 is invoked Inmarsat shall immediately
place the full disputed amount in an interest-bearing escrow account at Bank of
America, London England and the Contractor shall forthwith release to Inmarsat
all Work subject to the dispute.  Upon
presentation of a certificate duly signed by the authorised representatives of
both parties, or by the arbitrator if one party unreasonably refuses to sign
the certificate, confirming that the dispute has been settled, the bank shall
distribute the funds in accordance with the terms of the settlement, and the
interest earned shall be divided in direct proportion to such terms.


 


5.               If Inmarsat treats the Contract as discharged with respect to all of
the Work related to the Spacecraft affected by the breach, the remedies in
Paragraph A.(3) of this Article shall be Inmarsat’s exclusive remedies with
respect to such Spacecraft.  If Inmarsat
treats the Contract as discharged in part, the parties shall in good faith
renegotiate the applicability of other Articles of this Contract to the part of
the Work that is not treated as discharged.


 


6.               If, after notice of discharge, it is determined that the Contractor
was not in breach, the rights and obligations of the parties shall be the same
as if the notice had been given pursuant to Article 26 hereof, entitled Termination for Convenience, UNLESS the
parties mutually agree to reinstate the Contract.


 


7.               Any waiver by Inmarsat of its rights to invoke the remedies under
Paragraph A of this Article shall be without prejudice to Inmarsat’s other
remedies, including, but without limitation to, those in Paragraph B of this
Article.


 


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B.            Discharge
for Actual Late Delivery


 


If the Contract has not been discharged for
anticipatory breach, and the Spacecraft remains undelivered **** after the due
date for delivery referred to in Paragraph A of this Article, or at any time
thereafter, the provisions in Paragraphs A(1) through A) (5) of this Article
shall apply, mutatis mutandis, EXCEPT
that Inmarsat shall also be entitled to liquidated damages pursuant to
Paragraph C of Article 19  hereof,
entitled Remedies for Late Delivery,
for the period from the due date for delivery until the date of discharge.
Alternatively, Inmarsat may elect to continue the same daily rate of liquidated
damages established in Article 19 hereof, entitled Remedies for Late Delivery, for delivery of the Spacecraft for a
further maximum period of ****, in substitution for its rights to terminate
during such further maximum period.  Any
such election shall be made in writing at least five (5) days before the
commencement of any such period.


 


C.            Remedies for
Failure to Take Corrective Actions


 


UNLESS a waiver or deviation is approved
pursuant to Article 31 hereof, entitled Changes,
Inmarsat may, in its discretion, choose from among the following remedies in
any case where the Contractor fails to promptly rectify Spacecraft deficiencies
notified by Inmarsat under this Contract, including, but without limitation to,
Paragraph D of Article 8 hereof, entitled Access
to Work in  Progress, Paragraph D
of Article 9 hereof, entitled Final
Acceptance, Paragraph C of Article 11 hereof, entitled Warranty, Paragraph A of Article 12 hereof, entitled  Corrections
in Unlaunched Spacecraft, and Paragraphs B(3) and B(8) of Article 33
hereof, entitled Option to Store
Spacecraft:


 


1.               To have any or all of the deficiencies rectified by other means, in
which case the Contractor shall reimburse Inmarsat for all costs reasonably
incurred by Inmarsat, up to a maximum of ten (10) percent of the price of such
Spacecraft.


 


2.               To forego having any of the deficiencies rectified, in which case
the parties shall in good faith negotiate the following:


 


a.               An equitable reduction in the prices specified in Article 5 hereof,
entitled Prices.  To the extent that Inmarsat has already made
payments in excess of the reduced prices, the Contractor shall refund the
excess,


 


b.              An appropriate limitation on the operation of Article 21 hereof,
entitled Spacecraft Performance
Incentives, to exclude the unrectified deficiencies from affecting such
incentives, PROVIDED that, if Inmarsat is compelled to forego rectifying the
deficiencies in order to avoid postponement of the Launch, the Contractor shall
not be entitled to any limitation in the operation of Article 21.


 


3.               The foregoing remedies are without prejudice to the provisions of
Paragraphs A and B of this Article.


 


D.            Other
Remedies


 


With respect to  any breach by the Contractor for which no specific remedy is
provided elsewhere in this Contract, Inmarsat shall be entitled to any remedy
available at law or equity, PROVIDED that Inmarsat first gives the Contractor
notice and a thirty (30) day opportunity to cure the breach in any case where
it would not materially prejudice Inmarsat’s position to do so.


 


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E.              Termination
After Final Acceptance


 


For the avoidance of doubt, Inmarsat may
not terminate this Contract in respect of any Spacecraft after Final Acceptance
of such Spacecraft.


 


Article 25                Contractor’s Remedies for Breach


 


A.            Breach of
Payment Obligations


 


(1)           EXCEPT as
otherwise provided in Paragraph A(2) of this Article, the Contractor’s exclusive
remedies for late payment by Inmarsat shall be interest in accordance with
Paragraph D of Article 7 hereof, entitled Payment
Terms, and, if necessary, action to compel payment.


 


(2)           If Inmarsat
repudiates or fails to fulfil its payment obligations under this Contract, or
is unable to make such payments, the Contractor shall have the following
additional remedies:


 


(a)       The Contractor
may give Inmarsat notice of suspension of the Work or potential discharge for
repudiation or failure to fulfil, and the parties shall enter into good faith
consultations.


 


(b)       After a period of
thirty (30) days from the date of such notice, or such longer period as the
Contractor in its discretion may allow, if Inmarsat does not continue making
payments due under this Contract, the Contractor may notify Inmarsat that the
Contractor is suspending Work hereunder or treating the Contract as discharged,
and in that event the Contractor may either suspend all Work hereunder and
obtain an equitable increase in the Contract Price and a day for day increase
in the delivery schedule hereunder in respect of any such period of suspension
on restart of activities or terminate all Work and render a termination account
to Inmarsat, in accordance with the principles in Article 26 hereof, entitled Termination for Convenience.


 


B.            Other
Breaches


 


With respect to any breach by Inmarsat for
which no specific remedy is provided elsewhere in this Contract, the Contractor
shall be entitled to any remedy available at law or equity, PROVIDED that the
Contractor first gives Inmarsat notice and a thirty (30) day opportunity to
cure the breach in any case where it would not materially prejudice the
Contractor’s position to do so EXCEPT that the Contractor’s exclusive remedy
for any failure by Inmarsat to deliver documents in accordance with Appendix 3
of Annex A hereto, entitled Statement of
Work, shall be a  consequential extension of the Contractor’s due dates for
delivery of any items in Appendices 1 and 2 of Annex A affected by Inmarsat’s
delay, subject to Paragraph D of Article 30 hereof, entitled Examination of Technical Annexes.


 


Article 26                Termination for Convenience


 


A.    Inmarsat may terminate this Contract, in whole or in part, for
Inmarsat’s convenience, at any time except in relation to a Spacecraft in
respect of which Final Acceptance has already occurred.


 


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B.    In the event of such termination by Inmarsat, the termination
charges shall be determined in accordance with the following principles:


 


1.     The total
termination charges shall not exceed the sum of:


 


a.     Direct and indirect
costs (excluding any profit element) reasonably incurred by the Contractor in
connection with the performance of the Work prior to termination, other than
those costs referred to in Paragraph B(1)(c) of this Article.  Such costs shall be determined in accordance
with the Contractor’s standard accounting practices and, if requested by
Inmarsat, shall be verified by the Contractor’s independent auditors at
Inmarsat’s expense provided always that should the audit show a discrepancy of
**** US Dollars **** percent, whichever is the higher, then the cost of the
audit shall be borne by the Contractor. 
Inmarsat may also elect to have such costs verified by Inmarsat’s
independent auditors at Inmarsat’s expense.


 


b.     A profit element
representing **** of the costs in Paragraph B(1)(a) of this Article.


 


c.     Reasonable costs
necessarily incurred by the Contractor in settlement with Subcontractors and
suppliers as a result of Inmarsat’s termination.  With respect to any proposed settlement with Key Subcontractors
referred to in Article 28 hereof, entitled Key
Subcontractors, the Contractor shall advise Inmarsat, and shall not enter
into any binding settlement until Inmarsat has approved the proposal, or until
thirty (30) days have elapsed from the date when such advice was furnished to
Inmarsat, whichever is sooner.


 


C.    In no event shall the termination charges exceed the amounts given
in Table F-1 of Annex F to this Contract, entitled Termination Profiles, plus the termination charges for the
Contractor’s committed forward exchange contracts provided that the termination
charges shall be reduced by any profit made under the said committed forward
exchange contracts.  For the purposes of
this Article the Contractor’s committed forward exchange contracts shall be
treated as a Key Subcontractor under Paragraph B.1.c of this Article.


 


D.    UNLESS otherwise agreed, Inmarsat shall on payment in accordance
herewith be entitled to take possession of all Work completed or in progress
prior to termination under this Article, except for Work associated with any
portion of the Contract that is not terminated.


 


E.     The termination charges determined pursuant to Paragraph B of this
Article shall be reduced by the following:


 


1.     Any progress
payments already made by Inmarsat to the Contractor pursuant to Annex D hereto,
entitled Payment Plan, with respect
to the performance of the Work prior to termination.  To the extent such amounts previously paid by Inmarsat exceed the
termination charges due, the Contractor shall refund the difference to
Inmarsat,


 


2.     Amounts
representing the resale, reuse, or salvage value to the Contractor, or to its
Subcontractors and suppliers, of items that Inmarsat has not taken possession
of pursuant to Paragraph C of this Article, after deduction for the
Contractor’s reasonable costs of disposal.


 


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Article 27                Key Personnel


 


A.    The individuals identified in Annex H hereto, entitled Key Personnel, are essential for the
successful completion of the Work.


 


B.    Such Key Personnel shall not be removed from the performance of the
Work UNLESS replaced with personnel of substantially equal qualifications and
ability.  Inmarsat shall have the right
to review the qualifications of any proposed replacements.  If for good and sufficient reasons Inmarsat
deems the proposed replacements to be unsuitable, Inmarsat may require the
Contractor to offer alternative candidates.


 


C.    Notwithstanding its role in reviewing Key Personnel and their
replacements,   Inmarsat shall have no
supervisory control over their performance, and nothing in this Article shall
relieve the Contractor of any of its obligations under this Contract, or of its
responsibility for any acts or omissions of its personnel.


 


Article 28                Key Subcontractors


 


A.    The Subcontractors identified in Annex I hereto, entitled Key Subcontractors, are essential for
the successful completion of the Work. 
Such Key Subcontractors shall not be changed or any Subcontract with a
Key Subcontractor terminated without Inmarsat’s prior approval.


 


B.    The Contractor shall pass through to all Key Subcontractors the
provisions of Article 16 hereof, entitled Disclaimer
of Liability at Launch Site and Paragraphs A and C of Article 37 hereof,
entitled Confidentiality.  Where practical such provisions shall be
passed through in the same form but the Contractor may vary the wording of the
same provided that Inmarsat’s rights are fully secured thereby.


 


C.    Nothing in this Article shall relieve the Contractor of its
responsibility for performance of the Work.


 


Article 29                Selection of Subcontractors and Suppliers


 


To the greatest extent practicable, the
Contractor shall ensure that all Subcontracts, including, but not limited to
those with Key Subcontractors referred to in Article 28 hereof, entitled Key Subcontractors, are awarded to
Subcontractors offering the best combination of quality, price, and the most
favourable delivery time.  These
principles shall also apply to selection of suppliers.


 


Article 30                Examination of Technical Annexes


 


A.    This Article shall apply to the technical Annexes to this Contract.


 


B.    The Contractor is responsible for ensuring that such documents are
sufficient for the performance of the Work, and that they contain no manifest
errors or anomalies.  This Article shall
not apply to any errors or omissions in the documents that would not be
reasonably discoverable by the Contractor exercising due care.


 


C.    With respect to the technical Annexes to this Contract, if the
Contractor concludes, at any time during the performance of the Work, that
there are inaccuracies or inconsistencies, or that such Annexes are not
complete or sufficient to enable the Contractor to perform the Work, the
Contractor shall immediately refer the matter to Inmarsat for resolution before
proceeding with any Work affected by such deficiencies.  If


 


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such deficiencies exist and are not such as
should be discoverable in accordance with Paragraph B above, and if such
procedure results in an increase in cost or schedule for the Contractor, it
shall be the subject of a Change Notice pursuant to Article 31, entitled Changes.


 


D.    If the Contractor proceeds with any Work in contravention of
Paragraph C of this Article, the Contractor shall be neither relieved of its
obligation to perform the Work as intended nor entitled to any increase in
price or extension of the delivery schedule by reason thereof.


 


E.     Inmarsat shall not be liable, in any event, for special, incidental,
indirect, or consequential damages arising from the use of Inmarsat-furnished
documentation by the Contractor.


 


F.     Title to and all intellectual property and other rights in all
Inmarsat-furnished documentation and their contents  shall remain with
Inmarsat and the Contractor is only authorised to use the same solely for the
purposes of the Contract.


 


Article 31                Changes


 


A.    At any time during the period of this Contract, Inmarsat may request
changes in the Work, so long as such changes are within the general scope of
the Contract.  The Contractor may also
propose changes for consideration by Inmarsat.


 


B.    A change request from Inmarsat must be identified as such, must be
made or confirmed in writing, and must be signed by the responsible officer
identified in Paragraph A of Article 40 hereof, entitled Responsible Officers.  If any other conduct by the responsible
officer or any other representative of Inmarsat is construed by the Contractor
as possibly constituting a change request or an interpretation of the Contract
requirements inconsistent with the Contractor’s understanding of those
requirements, the Contractor shall promptly notify Inmarsat and request
clarification.


 


C.    All changes to the Contract requirements shall be subject to change
control, defined as the instrument for the preparation, evaluation, approval
and implementation of alterations to the Contract requirements.  The Contractor shall establish and maintain
a system for managing changes internally and with Subcontractors and suppliers,
which shall be described in the Change Management Plan, to be included in the
Programme Management Plan as specified in Section 5 of Annex A hereto, entitled
Statement of Work.


 


D.    Preliminary Change Assessment: Prior to a formal request for change,
the Contractor may provide at its own initiative, or shall provide to Inmarsat,
if so requested, a preliminary change assessment which includes:


 


1.     a brief description
of the change and possible consequences on other subsystems, or at system
level;


 


2.     for changes
initiated by the Contractor, the justification for the change, including the
explanation of the benefits deriving from the change;


 


3.     a Rough Order of
Magnitude (ROM) estimate of the cost impact of the change;


 


4.     the estimated
schedule impact; and


 


5.     other special
programmatic considerations.


 


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If the preliminary change assessment has
been requested by Inmarsat, the Contractor shall respond within ten (10)
working days of Inmarsat’s request. 
Inmarsat will respond to a preliminary change assessment within ten (10)
working days either by submitting a formal change request, or by notifying the
Contractor that a change will not be requested.  Submittal of the change request is not, and shall not be
interpreted as, acceptance by Inmarsat of the Contractor’s preliminary change
assessment.


 


E.     After receiving a change request from Inmarsat, within fifteen (15)
days if such request does not involve input from a Subcontractor or up to
thirty (30) days if such input is required, the Contractor shall submit to
Inmarsat a Contract Change Notice (CCN) in accordance with the requirements of
Paragraph D of this Article.  On a
case-by-case basis, the Contractor may request a longer period to prepare the
CCN, but any request for such a longer period shall be made by the Contractor
within seven (7) days after the Contractor receives the change request.  Inmarsat shall not unreasonably withhold its
consent to a request for such a longer period, taking into account the nature
of the change request, but Inmarsat may also take into account the impact of
such an extension on the performance schedule.


 


F.     Whether submitted in response to a change request initiated by
Inmarsat, or initiated by the Contractor, the CCN shall itemise, in a format
specified in Appendix 1 hereto, entitled Contract
Change Notice, any impact that the change would have on the technical
requirements, price, performance schedule, or other terms and conditions of
this Contract.  Where appropriate, the
CCN shall also suggest any revised language for the Contract, including any of
its Annexes, that would be necessary to implement the change. The period of validity
of a CCN proposal is sixty (60) calendar days from the date of submittal to
Inmarsat, UNLESS agreed otherwise.


 


G.    Any claim by the Contractor for adjustment of the technical
requirements, price, performance schedule, or other terms and conditions of
this Contract, attributable to a change, shall be deemed waived UNLESS asserted
in the CCN.


 


H.    If any materials or equipment are made obsolete as the result of the
change, Inmarsat shall be entitled to a credit to the extent that such
materials have resale, reuse, or salvage value to the Contractor or its
Subcontractors or suppliers.  If such
materials have no such resale, reuse, or salvage value, Inmarsat shall have the
right to prescribe their manner of disposition, subject to payment by Inmarsat
of the reasonable cost of such disposition.


 


I.      After Inmarsat receives a detailed CCN, and after any negotiations
with respect to the adjustments claimed by the Contractor, the following
outcomes are possible:


 


1.     Inmarsat may decide
not to proceed with implementation of the change and shall notify the
Contractor accordingly within the period of validity of the CCN, and pay the
reasonable costs of the Contractor in preparing such CCN requested by Inmarsat.


 


2.     Inmarsat may decide
to implement the change, in which case:


 


a.     If the parties have
reached agreement about the adjustments to be made in the Contract, the
Contractor shall proceed with implementation as agreed upon formal notification
from Inmarsat.


 


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b.     If the parties are
unable to reach such an agreement, the provisions of Article 35 hereof,
entitled Arbitration, shall apply.


 


3.     Pending any
negotiations and/or arbitration, Inmarsat may direct the Contractor to proceed
with implementation of the change, subject to any adjustments subsequently
agreed or awarded.


 


J.     Inmarsat may also direct the Contractor to proceed with
implementation of a change prior to preparation of a complete CCN, subject to
any adjustments subsequently agreed or awarded. Inmarsat’s right to direct the
Contractor to proceed with implementation of a change pursuant to
Paragraph I.2 or Paragraph J of this Article shall be subject to the
Contractor’s ability to do so, taking into account the resources, facilities,
supplies, and services available to it, and shall also be subject to a
stipulated financial limit where there is a cost associated with such change.


 


K.    If, during the execution of the Contract, the Contractor desires to
depart from the requirements in the Contract for a specified item or a limited
number of items, a Request for Waiver (RFW) or a Request for Deviation (RFD),
whichever is applicable, shall be submitted for Inmarsat’s approval on the form
in Appendix 2 hereto, entitled Request
for Deviation/Waiver.


 


A Deviation is a written authorisation to
accept an item of equipment which is found to depart from specified
requirements but is nevertheless considered suitable for use “as is” or after
rework by an appropriate method.


 


A Waiver is a specified written
authorisation, granted prior to the manufacture of an item of equipment, to
depart from a particular performance or design requirement for a specified
number of items or specified period of time.


 


The Contractor shall submit a RFD/RFW to
Inmarsat for approval whenever a non-conformance to an Inmarsat-controlled
requirement is recommended for acceptance without rectification.  The Contractor shall promptly submit
supporting documentation or other evidence. 
Inmarsat shall endeavour to formally notify the Contractor of its
acceptance or rejection of the RFW/RFD within thirty (30) calendar days of its  receipt.


 


Inmarsat may require an offer of price
reduction as consideration for approval of the RFW/RFD on a case by case
basis.  Approval of a RFW/RFD does not
imply a change in the system performance requirements set forth in the Annexes
to the Contract, which can only be modified through the contract change
procedure.


 


Article 32                Options


 


A.            Deadline for
Exercise of Options


 


Inmarsat may exercise the option to order
additional Spacecraft by notice given no later than forty eight (48) months
from EDC, or such later date as the Contractor may agree.


 


Inmarsat may exercise the other options
specified in Appendix 4 of Annex A by notice given no later than the dates set
out in Annex O, entitled Price Breakdown
and Payment Plan for Options.


 


B.            Number of
Additional Spacecraft


 


Inmarsat shall be entitled to order up to
two (2) more Spacecraft, UNLESS otherwise agreed.


 


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C.            Modification
of General Contract Terms and Conditions


 


1.               UNLESS otherwise indicated in this Article, all other relevant
Articles and Annexes of this Contract shall apply to the order of any optional
items, mutatis  mutandis.


 


2.               The prices for options shall be as specified in Annex M hereto,
entitled Price Breakdown  for Optional Spacecraft, and the
payment plan as specified in Annex N hereto, entitled Payment Plan for Optional Spacecraft and in Annex O, entitled Price Breakdown and Payment Plan for
Options.


 


3.               For the purpose of Article 4 hereof, entitled Performance Schedule, the optional Spacecraft and all equipment
necessary to support the Launch campaign shall be delivered to the
Inmarsat-designated Launch site **** after the date of exercise of this option,
or one-hundred and twenty (120) days after the contractual delivery date for
the last previously ordered Spacecraft, whichever is later, and all schedules
specified in Annex A hereto, entitled Statement
of  Work, shall be adjusted or
established accordingly.  For optional
items other than the additional Spacecraft, the delivery dates shall be as
specified in Appendix 4 of Annex A.


 


4.               The amounts specified in Paragraph C of Article 19 hereof, entitled Remedies for Late Delivery, and
Paragraph B(1) of Article 21 hereof, entitled Spacecraft  Performance
Incentives, shall be recalculated based on the price of the Optional
Spacecraft and for the purposes of the said Article 19 a percentage of **** per
cent and for the purposes of the said Article 21 a percentage of **** per cent.


 


D.            Special
Terms Applicable to Ordering Additional Spacecraft


 


In its discretion, Inmarsat may order any
optional Spacecraft in stages, by authorising procurement of long-lead items
and deferring the decision whether to authorise construction and delivery of
the entire Spacecraft, PROVIDED that the pricing, schedule, and other
implications of such bifurcated ordering shall be established pursuant to
Article 31 hereof, entitled Changes.


 


Article 33                Option to Store Spacecraft


 


A.            Deadline for
Exercise of Option


 


Inmarsat may exercise this option at any
time.


 


B.            Modification
of General Contract Terms and Conditions


 


1.               UNLESS otherwise indicated in this Article, all other relevant
Articles and Annexes of this Contract shall apply to the storage services, mutatis mutandis.


 


2.               The storage services shall be performed in accordance with the
Shipping, Transportation, and Storage Plan referred to in Appendix 5 of Annex
A.


 


3.               The Spacecraft shall be placed into storage after successful
completion of the Pre-Shipment Review referred to in Section 7.4.3.1 of Annex A
hereto, entitled Statement of Work
and Final Acceptance shall occur.  If
the Pre-Shipment Review is not successfully completed, the Contractor shall
promptly correct any deficiencies noted during the review, subject to Paragraph
C of Article 24 hereof, entitled Inmarsat’s
Other Remedies for Breach, and the storage price referred to in Paragraph
B.5 of this Article shall not become applicable until after the Pre-Shipment
Review is deemed to have been successfully completed.  The maximum period of storage shall be ****.  If the


 


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Spacecraft is not
Launched within such ****  period,
the parties shall in good faith, and in accordance with Article 31 hereof,
entitled Changes, negotiate the
technical and financial elements of a work programme to prepare the Spacecraft
for Launch, and the performance incentives to apply to such Spacecraft during
the Launch and in-orbit operation.


 


4.               The price for storage services shall be as specified in Annex O
hereto, entitled Price Breakdown and
Payment Plan for Options, PROVIDED that storage for a period of up to ****
shall be ****.


 


5.               If a Spacecraft is put into storage pursuant to this Article
Inmarsat shall:


 


a.               Pay to the Contractor the amounts specified in Annex O to this
Contract for the storage of the Spacecraft; and


 


b.              Pay quarterly to the Contractor interest of ****percent of the total
amounts given in Tables D-2 and D-3 of Annex D hereto, entitled Payment Plan, for the duration of such
storage.  If the Spacecraft is Launched
the interest payments shall cease and Inmarsat shall commence payment of
performance incentives to the Contractor in accordance with the provisions of
Article 21 hereof, entitled Spacecraft
Performance Incentives.  In the
event that the Spacecraft is not Launched within **** of being placed into
storage, Inmarsat shall make the payments given in Table D-2 of Annex D hereto,
entitled Payment Plan, and shall
make the incentive payments provided for in Table D-3 of Annex D hereto,
entitled Payment Plan in the same
manner as if the Spacecraft had successfully achieved the Post-Launch
Milestones given in Table D-2 of Annex D hereto, entitled Payment Plan and continuously maintained Satisfactory Operation.


 


6.               Article 8 hereof, entitled Access
to Work in Progress, shall apply to the Spacecraft while in storage.


 


7.               For the purpose of Paragraph C of Article 19 hereof, entitled Remedies for Late Delivery, any
Spacecraft that is to be put into storage shall be considered to have been
delivered upon successful completion of the Pre-Shipment Review referred to in
Section 7.4.3.1 of Annex A hereto, entitled Statement of Work.


 


8.               When the Spacecraft is brought out of storage, it shall undergo the
Storage Recovery procedures given in Section 6 of Annex J hereto, entitled Overall Test Plan,  and the Contractor shall promptly correct any deficiencies noted
during such Storage Recovery procedures, subject to Paragraph C of Article
24.  The Contractor requires the
following notice periods for the shipment of a Spacecraft to a Launch site
following a period of storage:-


 


a.               Two (2) months for the organisation of transportation of the
Spacecraft; and,


 


Concurrent with
this activity;


 


b.              Three (3) weeks if the Spacecraft has been in storage for less than
**** (“Standby Storage”); or


 


c.               Three (3) months if the Spacecraft has been in storage for more than
****, and less than**** (“Short Term Storage”); or


 


d.              Five (5) months if the Spacecraft has been in storage for **** or
more (“Long Term Storage”).


 


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9.               Title to the Spacecraft shall pass to Inmarsat at the time of
successful completion of the Pre-Shipment Review referred to in Section 7.4.3.1
of Annex A hereto, entitled Statement of
Work.  Risk of loss shall remain
with the Contractor until the earlier of Lift-Off or **** after delivery into
storage.


 


10.         The
warranty in Article 11 hereof, entitled
Warranty, in respect of a Spacecraft to be placed into storage shall
commence at the time of successful completion of the Pre-Shipment Review
referred to in Section 7.4.3.1 of Annex A hereto, entitled Statement of Work, and shall run for a period of ****, or until the
Spacecraft is Launched, whichever occurs first.


 


11.         The
Contractor shall be responsible for delivery of the Spacecraft to the
designated Launch site and provision of Launch and mission support in
accordance with Section 3 of Annex A hereto, entitled Statement of Work.


 


Article 34                Applicable Law


 


This Contract shall be governed by and
interpreted according to the laws of England.


 


Article 35                Arbitration


 


A.    Any dispute that arises between the Contractor and Inmarsat in
connection with this Contract, which is not settled within thirty (30) days
from the date that either party notifies the other that such a dispute exists,
or within such longer period as may be mutually agreed upon, shall be resolved
by arbitration under the Rules of the London Court of International Arbitration
in effect on the date that the arbitration is initiated.


 


B.    A sole arbitrator shall be appointed by the Court, UNLESS the
parties agree in a particular case that the tribunal should consist of more
than one arbitrator, or UNLESS the Court determines in view of all the
circumstances of the case that a three (3) member tribunal is appropriate.


 


C.    The place of arbitration shall be London, England.


 


D.    Responsibility for paying the costs of the arbitration, including the
costs incurred by the parties themselves in preparing and presenting their
cases, shall be apportioned by the tribunal.


 


E.     The award shall state the reasons upon which it is based.


 


F.     The award shall be final and binding on the parties as from the date
it is made.


 


G.    Judgement upon the award rendered may be entered in any court having
jurisdiction, or application may be made to such court for a judicial
acceptance of the award and an order of enforcement, as the case may be.


 


H.    The parties recognise that the subject matter of this Contract is
unique, and that damages may not be adequate under some circumstances.  For these reasons, the parties agree that
the tribunal shall be empowered to decree specific performance.  Since it is possible that such a decree may
not be enforced by a court in which a party hereto may find it necessary to
seek enforcement of the arbitration decision, the parties expressly authorise
the tribunal to give an award in the nature of astreinte, which may be given concurrently with any decree for
specific performance as an alternative remedy.


 


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Article 36                Assignment


 


A.    The Contractor shall not assign or delegate, either in whole or in
part, this Contract or any of the Contractor’s rights, duties, or obligations
hereunder to any person or entity without the prior express approval of
Inmarsat, which shall be at Inmarsat’s sole discretion, provided that the
Contractor may subcontract Work in the ordinary course of performance and in
accordance with the terms of this Contract without such prior express approval.


 


B.    Notwithstanding any conditions under which Inmarsat may grant such
approval, the Contractor shall remain a guarantor to Inmarsat of the
performance of the assigned or delegated duties and obligations in accordance
with this Contract and all applicable laws.


 


C.    Inmarsat shall have the right to assign, novate or transfer this
Contract or any of its rights and obligations hereunder to a third party
PROVIDED that Inmarsat can demonstrate to the reasonable satisfaction of the
Contractor that there is not a material adverse effect on the payment
obligations to the Contractor hereunder. 
If there is a material adverse effect on the payment obligations then
Inmarsat shall still have the right to assign, novate or transfer, as
aforesaid, if it provides the Contractor with adequate security in respect
thereof to the reasonable satisfaction of the Contractor.


 


Article 37                Confidentiality


 


A.    The Contractor shall have the following obligations with respect to
the information contained in this Contract, including all of its Annexes; any
reports provided by the Contractor pursuant to Paragraph B of Article 8 hereof,
entitled Access to Work in Progress;
and any information supplied to the Contractor by or on behalf of Inmarsat in
connection with this Contract that is identified as confidential at the time it
is so supplied.


 


1.     The Contractor
shall take all reasonable measures to protect the confidentiality of such
information.


 


2.     The Contractor
agrees that it shall use such information solely in connection with this
Contract, UNLESS alternative uses are explicitly authorised by Inmarsat with
respect to specifically designated information.


 


3.     The Contractor
shall not disclose such information to third parties in writing, or have it
disclosed, in any manner or form, so long as it remains confidential, without
the explicit written authorisation of Inmarsat.


 


4.     Notwithstanding
Paragraph A(3) of this Article, disclosures to Subcontractors, shall be
permitted without explicit authorisation from Inmarsat, but only to the extent
necessary to enable such Subcontractors to perform their Work within the scope
of this Contract and provided always that such Subcontractors have accepted provisions
no less onerous than the provisions of this Article.


 


B.    Inmarsat shall have obligations reciprocal to those in Paragraphs
A(1) through A(3) of this Article with respect to any information that is
supplied to Inmarsat by or on behalf of the Contractor within the scope of this
Contract that is identified as confidential at the time it is so supplied, save
that Article 13 hereof, entitled Inmarsat’s
Rights in Intellectual Property, shall take precedence over the provisions
of this Article to the extent that there is any inconsistency.


 


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C.    This Article shall continue to apply, irrespective of any expiration
or termination of this Contract, for a period of fifteen (15) years from EDC or
UNLESS and until such time as such information comes into the receiving party’s
lawful possession without restriction independent of disclosure in connection
with this Contract, or otherwise lawfully comes into the public domain.


 


Article 38                Public Release of Information


 


The Contractor
shall obtain the approval of Inmarsat concerning the content and timing of news
releases, articles, brochures, advertisements, prepared speeches, and other
public information releases to be made by the Contractor or any of its
Subcontractors concerning this Contract or the Work performed or to be
performed hereunder.  Inmarsat shall as
soon as practicable review the proposed text prior to the date scheduled for
its release.


 


Article 39                Communications


 


A.    All notices, reports, invoices and other correspondence to be
provided to Inmarsat or the Contractor pursuant to this Contract shall be sent
for the attention of the responsible officers referred to in Paragraph A of
Article 40 hereof, entitled Responsible
Officers, at the following addresses:


 


	
  Inmarsat Ltd

  	
   

  	
  Astrium SAS

  
	
   

  	
   

  	
   

  
	
  99 City Road

  	
   

  	
  31, avenue des Cosmonautes

  
	
   

  	
   

  	
   

  
	
  London

  	
   

  	
  31402 Toulouse Cedex 4

  
	
   

  	
   

  	
   

  
	
  EC1Y 1AX

  	
   

  	
  France

  
	
   

  	
   

  	
   

  
	
  England

  	
   

  	
   

  



 


B.    All communications pertinent to this Contract shall be made or
confirmed in writing, including letter, or facsimile.


 


C.    All documentation and communications required under this Contract
shall be in the English language.


 


Article 40                Responsible Officers


 


A.    The  responsible officers
of the  parties may be changed from
time to time by notice to the other party. 
Until further notice, the responsible officers for Inmarsat shall be Lea
Traini for contractual matters and Alan Howell for technical matters, and for
the Contractor shall be Gaëtan Martin for contractual matters and Michel Le
Moine for technical matters,


 


B.    For the purpose of administration of this Contract, any
communications between Inmarsat and the Contractor shall be enforceable and
binding upon the parties only if signed by the appropriate responsible
officers.


 


Article 41                Time Limits


 


UNLESS otherwise indicated, any time limits
to which this Contract binds the Contractor or Inmarsat shall be counted in
calendar days from the day following that of the event


 


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marking the start of the time limit, and
shall end on the last day of the period laid down.  When the last day of a time limit is a Saturday or Sunday, or a
legal holiday in the country in which the particular contractual performance is
required, such time limit shall be extended to the first working day following.


 


Article 42                Order of Precedence


 


Subject to Paragraph C of Article 30
hereof, entitled Examination of
Technical Annexes, should there be any ambiguity, discrepancy, or
inconsistency between the Contract and any of its Annexes, resolution shall be
in accordance with the following order of precedence:


 


1.               The Contract Articles, all of the financial and other non-technical
Annexes referred to therein, and Annex E hereto, entitled Performance Algorithm;


 


2.               Annex A hereto, entitled Statement
of Work, including its appendices;


 


3.               Annex B hereto, entitled Technical
Specifications and Operational Requirements; and


 


4.               All other technical Annexes.


 


Article 43                Entire Agreement


 


This Contract constitutes the entire
agreement between the parties with respect to the subject matter hereof, and
supersedes all prior or contemporaneous correspondence, representations,
proposals, negotiations, understandings, or agreements of the parties, whether
oral or written.  The parties also
hereby acknowledge that there are no collateral contracts between them with
respect to the subject matter hereof.  A
person who is not a party to this Contract has no rights under the Contracts
(Rights of Third Parties) Act 1999 to enforce any term of this Contract but
this does not affect any right or remedy of a third party which exists or is
available apart from that Act or any right of a party to this Contract to
enforce any term of this Contract for and on behalf of such third party where
applicable.


 


Article 44                Limitation of Liability


 


A.           The parties to the Contract expressly recognise that commercial
space ventures involve substantial risks and recognise the commercial need to
define, apportion and limit contractually all of the risks associated with this
commercial space venture. The payments and other remedies expressly set forth
in the Contract fully reflect the parties’ negotiations, and intentions with
respect to allocation of the risks associated with commercial space ventures.


 


B.             Unless specifically stated to the contrary, all rights and remedies
set forth in the Contract shall be exclusive and in substitution for all
remedies arising under law or equity.


 


C.             Except as otherwise provided in the Contract, in no event shall either
party or a party’s affiliates and its and their Subcontractors and its and
their officers, employees and agents, be liable, in contract, in tort, or
otherwise for any incidental or consequential damages of any nature arising at
any time or from any cause whatsoever, including specifically, but without
limitation, loss of profits or revenue, loss of full or partial use of any
equipment, losses by reason of operation of any


 


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deliverable item
at less than capacity, delays, cost of replacements, cost of capital, loss of
goodwill, claims of customers, or other such damages.


 


D.            The total liability of either party to the other with respect to all
claims of any kind, including without limitation, liquidated damages, whether
as a result of breach of contract, performance incentives, excess mass,
intellectual property infringement, warranty, strict liability or otherwise,
and whether arising before or after delivery of any deliverable item, for any
loss from the Contract, or from the performance or breach thereof, ****.


 


E.              Both parties agree that when making any claim against the other they
will both use all reasonable efforts to mitigate any losses arising from the
same.


 


Article 45                ****


 


Article 46                Launch Vehicle Compatibility


 


If, at any time prior to Launch in respect
of each Spacecraft, the interface and support requirements and technical data
(the “Launch Agency Requirements”) issued by the selected Launch Vehicle
agency(s) as specified in Annex A differ from the Launch Agency Requirements
current at PDR then the Contractor shall promptly at its own expense evaluate
the consequences using its reasonable efforts in good faith to avoid any
hardware modification, additional testing and/or schedule impact.  These efforts shall include inter alia interaction (supported by
Inmarsat) with the Launch Vehicle agency. 
If this evaluation shows that the Spacecraft is compatible with the
updated Launch Agency Requirements without hardware modification or additional
testing the updated Launch Agency Requirements will replace those current at
PDR.  If it does not, the Contractor
shall provide a report to Inmarsat demonstrating the incompatibility and
recommending the least cost, minimal-impact-to-schedule hardware modifications
and/or additional testing which may be required.  Provided Inmarsat accepts the findings of the Contractor, the
parties will treat the matter as a change in accordance with Article 31 hereof,
entitled Changes.


 


IN
WITNESS  WHEREOF,
the parties hereto have signed this Contract in duplicate.


 


Astrium SAS    Inmarsat Ltd


 


	
  By:  /s/ JEAN-MICHEL AUBERTIN

  	
   

  	
  By: 
  /s/ MICHAEL STOREY

  
	
   

  	
   

  	
   

  
	
  Typed name:  Jean-Michel Aubertin

  	
   

  	
  Typed name:  Michael Storey

  
	
   

  	
   

  	
   

  
	
  Title:  Director, Commercial Satellites

  	
   

  	
  Title: 
  President and CEO

  
	
   

  	
   

  	
   

  
	
  By:  /s/ CHRIS CHANT

  	
   

  	
   

  



 


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  Typed name:  Chris Chant

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Title: Managing
  Director

  	
   

  	
   

  



 


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Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX A - STATEMENT OF
WORK


 


 


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TABLE OF CONTENTS


 


	
  1

  	
  SCOPE

  	
   

  
	
   

  	
   

  	
   

  
	
  2

  	
  RESPONSIBILITY

  	
   

  
	
   

  	
   

  	
   

  
	
  3

  	
  DELIVERABLE
  EQUIPMENT AND SERVICES

  	
   

  
	
   

  	
   

  	
   

  
	
  3.1

  	
  FLIGHT
  SPACECRAFT

  	
   

  
	
  3.2

  	
  LAUNCH
  VEHICLE INTERFACES AND LAUNCH SUPPORT ACTIVITIES

  	
   

  
	
  3.3

  	
  MISSION OPERATIONS AND
  SUPPORT

  	
   

  
	
  3.4

  	
  IN-ORBIT
  TEST PLAN

  	
   

  
	
  3.5

  	
  SPACECRAFT
  INTERFACES TO INMARSAT’S GROUND NETWORK

  	
   

  
	
  3.6

  	
  TT&C RF INTERFACE
  (SUITCASE) SIMULATOR

  	
   

  
	
  3.7

  	
  DELIVERABLE DOCUMENTATION

  	
   

  
	
  3.8

  	
  SPACECRAFT SHIPMENT AND
  STORAGE

  	
   

  
	
  3.9

  	
  PAYLOAD
  CONTROL SYSTEM

  	
   

  
	
  3.10

  	
  SPACECRAFT
  DYNAMIC SIMULATOR SOFTWARE

  	
   

  
	
   

  	
   

  	
   

  
	
  4

  	
  NON-DELIVERABLE ITEMS

  	
   

  
	
   

  	
   

  	
   

  
	
  4.1

  	
  DEVELOPMENT
  AND QUALIFICATION MODEL EQUIPMENT

  	
   

  
	
  4.2

  	
  LIFE TEST
  UNITS

  	
   

  
	
  4.3

  	
  TEST
  EQUIPMENT AND OTHER GROUND SUPPORT EQUIPMENT

  	
   

  
	
  4.4

  	
  SHIPPING AND STORAGE
  CONTAINERS

  	
   

  
	
  4.5

  	
  SPARE PARTS AND EQUIPMENT

  	
   

  
	
   

  	
   

  	
   

  
	
  5

  	
  PROGRAMME MANAGEMENT

  	
   

  
	
   

  	
   

  	
   

  
	
  5.1

  	
  PROGRAMME MANAGEMENT PLAN

  	
   

  
	
  5.2

  	
  DOCUMENTATION AND
  DATA MANAGEMENT

  	
   

  
	
  5.3

  	
  PROGRESS AND TECHNICAL
  MEETINGS

  	
   

  
	
  5.4

  	
  INMARSAT
  RESIDENT TEAM

  	
   

  
	
   

  	
   

  	
   

  
	
  6

  	
  DESIGN ACTIVITIES

  	
   

  
	
   

  	
   

  	
   

  
	
  6.1

  	
  SPECIFICATIONS

  	
   

  
	
  6.2

  	
  DESIGN
  ANALYSES

  	
   

  
	
  6.3

  	
  PASSIVE INTERMODULATION
  (PIM)

  	
   

  
	
  6.4

  	
  DESIGN REVIEWS

  	
   

  
	
   

  	
   

  	
   

  
	
  7

  	
  TEST ACTIVITIES

  	
   

  
	
   

  	
   

  	
   

  
	
  7.1

  	
  GENERAL

  	
   

  
	
  7.2

  	
  TEST
  DOCUMENTATION

  	
   

  
	
  7.3

  	
  TEST DATA

  	
   

  
	
  7.4

  	
  TEST REVIEWS

  	
   

  
	
   

  	
   

  	
   

  
	
  8

  	
  PRODUCT ASSURANCE
  REQUIREMENTS

  	
   

  
	
   

  	
   

  	
   

  
	
  8.1

  	
  END ITEM
  DELIVERY

  	
   

  
	
   

  	
   

  	
   

  
	
  9

  	
  OPTIONS

  	
   

  
	
   

  	
   

  	
   

  
	
  9.1

  	
  SPACECRAFT
  STORAGE

  	
   

  
	
  9.2

  	
  SPECIALISED
  FLIGHT CONTROL SOFTWARE

  	
   

  
	
  9.3

  	
  ADDITIONAL
  SPACECRAFT

  	
   

  
	
   

  	
   

  	
   

  
	
  APPENDIX
  1: LAUNCH VEHICLE SUPPORT REQUIREMENTS

  	
   

  
	
   

  	
   

  	
   

  
	
  APPENDIX 2:
  OPERATIONS SUPPORT PLAN

  	
   

  



 


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  APPENDIX
  3:   DELIVERABLE EQUIPMENT AND
  SERVICES

  	
   

  
	
   

  	
   

  	
   

  
	
  APPENDIX
  4:   OPTIONAL EQUIPMENT AND SERVICES

  	
   

  
	
   

  	
   

  	
   

  
	
  APPENDIX
  5:   CONTRACT DOCUMENTATION LIST
  (CDRL)

  	
   

  
	
   

  	
   

  	
   

  
	
  APPENDIX
  6:   UNRESTRICTED DELIVERABLE DATA

  	
   

  



 


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1                 SCOPE


 


This document
defines the work to be done by the Contractor for the Space Segment of the
Inmarsat-4 programme, including deliverable hardware, software, services and
documentation.


 


The scope of
work for the Inmarsat-4 Space Segment procurement can be summarised as
principally to design, develop, manufacture, test and deliver three (3)
Spacecraft, which shall be delivered to the designated launch sites in
accordance with the delivery dates defined herein.


 


This
constellation of spacecraft are planned to provide capabilities for Inmarsat’s
new Personal Multimedia Communications (PMC) services, and also to support
Inmarsat’s existing services.


 


This Statement
of Work defines the Deliverable Equipment and Services required for the Space
Segment, and also defines the requirements for other associated documentation
and services including:


 


•     Mission Operations
and Support,


 


•     Launch Vehicle and
Ground Segment Interfacing requirements,


 


•     Supply of a
TT&C RF ‘Suitcase Simulator’,


 


•     Spacecraft flight
control procedures,


 


•     Payload Control
System,


 


•     Spacecraft ‘Dynamic
Simulator’ software,


 


•     LEOP Flight Control
software,


 


•     Life-test Battery


 


Options for the provision of the following are also identified:


 


•     Spacecraft storage,


 


•     Enhanced Navigation
Payload,


 


•     Additional Payload
Control Systems,


 


•     Battery Life
Testing,


 


•     Five Panel Solar
Array,


 


•     Station-keeping
Flight Control Software, and


 


•     Additional
Spacecraft.


 


2                 RESPONSIBILITY


 


The Contractor
will be fully responsible for all tasks related to the design, development,
fabrication, integration, testing and delivery of the spacecraft and associated
equipment.  This responsibility includes
programme management tasks and reporting to Inmarsat on the status of the
programme.


 


The Contractor
will also be responsible for ensuring compatibility of the spacecraft design
with the proposed launch vehicles as defined in Section 3.2 of this
Statement of Work, and to prepare the spacecraft for launch.


 


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The Contractor
will be required to ensure the compatibility of the spacecraft design with
Inmarsat’s ground network which will include provisions for the monitoring and
control of the satellites.


 


3                 DELIVERABLE EQUIPMENT AND SERVICES


 


3.1              FLIGHT SPACECRAFT


 


This Statement
of Work relates principly to the design, development, manufacture, test and
delivery of three (3) identical spacecraft for the Inmarsat Inmarsat-4
programme.


 


The Contractor
shall deliver to Inmarsat three complete spacecraft fulfilling all
specifications defined in Annex B to the Contract, entitled Technical Specifications and Operational
Requirements, compatible with a minimum of two launch vehicles and including
propellants etc. as specified in this Statement of Work.


 


It should be
assumed that all three satellites shall be delivered to the designated launch
sites in accordance with the following schedule, defined in number of months
after EDC.


 




	
  Spacecraft

  	
   

  	
  Delivery to Launch Site

  
	
  F1

  	
   

  	
  ****

  
	
  F2

  	
   

  	
  ****

  
	
  F3

  	
   

  	
  ****

  






 


The nominal
system level schedule margins to be provided by the Contractor at EDC are
as follows:


 


	
  PFM:

  	
   

  	
  Service Module
  Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Communications
  Module Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Spacecraft
  Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  FM2:

  	
   

  	
  Service Module
  Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Communications
  Module Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Spacecraft
  Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  FM3:

  	
   

  	
  Service Module
  Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Communications
  Module Delivery:

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Spacecraft Delivery:

  	
   

  	
  ****

  



 


The nominal AIT
schedule durations proposed by the Contractor are as follows:


 


	
  PFM

  	
   

  	
  Service Module
  AIT

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Communication
  Module

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Satellite AIT

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  FM2

  	
   

  	
  Service Module
  AIT

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Communication
  Module

  	
   

  	
  ****

  



 


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  Satellite AIT

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  FM3

  	
   

  	
  Service Module
  AIT

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Communication
  Module

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Satellite AIT

  	
   

  	
  ****

  



 


Inmarsat may
require the third satellite be delivered to storage should the first two
spacecraft be launched successfully.


 


3.2              LAUNCH VEHICLE INTERFACES AND LAUNCH SUPPORT ACTIVITIES


 


The Contractor
is required to provide a common satellite design which is fully compatible with
a minimum of two different launch vehicles. 
This compatibility shall include all mechanical and electrical
interfaces, envelope, lift-off mass, safety and all other aspects concerned
with the launch.  Inmarsat will procure
these launch vehicle services directly from one or more of the launch vehicle
service providers from the following list:-


 


Ariane 5


 


Sea-Launch


 


Delta 4


 


Atlas 5


 


Proton Breeze M


 


The selection of
two launch vehicles shall be completed within twelve months from the contract
award for the satellite programme.  The
final launch vehicle selection for a particular satellite shall be made by
Inmarsat in a time-frame consistent with the AI&T activities associated
with launch vehicle compatability for that satellite and in any case no later
than 2 months prior to the agreed need date for that satellite.


 


The Contractor
will be required to perform all the launch vehicle technical design and
interface activities required by these selected launch service providers and
all other activities required to ensure complete compatibility with the
selected launch vehicles; for the submission of any integration documentation
required by these launch vehicle agencies, and for obtaining the information
necessary to demonstrate compliance with their requirements.


 


The Contractor
shall be responsible for pre-launch operation tasks at the launch site as
described in Appendix 1 to this SOW, entitled Launch Vehicle Support Requirements.


 


The satellite
design shall facilitate the possibility to switch from one launch vehicle to
another at a late stage in the manufacturing process for any given satellite in
order to accommodate late changes in availability for a particular vehicle.


 


3.3              MISSION
OPERATIONS AND SUPPORT


 


This
section defines the support to be given by the Contractor to Inmarsat during
pre-launch preparations for the operations of the satellite, in the actual
initial in-orbit operations and throughout the specified design lifetime of
each satellite. Support shall also be provided for anomaly investigations if
required. This support shall be detailed in an Operations Support Plan (OSP)
the


 


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contents of
which shall, as a minimum, be as defined in Appendix 2 to this SOW, entitled Operations Support Plan.


 


3.3.1        Operations
Requirements Handbook (ORH)


 


The ORH shall include all the technical data required for operation
and control of the spacecraft together with both nominal and contingency
operational procedures recommended by the Contractor for use by Inmarsat during
all phases of the mission.  This ORH
shall include spacecraft Flight Control Procedures (FCP’s) to enable Inmarsat
to monitor spacecraft status and control spacecraft functions for transfer
orbit, IOT, deployments and for all on-station operations including Contingency
Recovery conditions. These FCP’s shall be delivered as Word or HTML documents
and also in Oracle format to allow Inmarsat to retrieve them in Procedure
Intermediate Language (PIL) format.


 


The ORH shall form a comprehensive reference document addressing the
Spacecraft System, each of the Spacecraft Subsystems and also the flight
software, telemetry lists, telecommand lists and contingency analyses.


 


The following data is required as a minimum for the Spacecraft
System, for each Subsystem and also for any flight software:


 


•    Overall description,
including configuration drawings for the various mission phases;


 


•    Mission description
from before launch through to and including all operational phases;


 


•    Orbit control
strategy and operational constraints;


 


•    Key performance data
and budgets,


 


•    Telemetry and
telecommand functions, including operational constraints, processing paths,
flight specific calibration data, ranges, resolution and accuracy;


 


•    Specific generic
procedures for Launch and Early Operations Phase (LEOP), In Orbit Test (IOT)
and on-station nominal and contingency;


 


•    Flight specific
volumes shall include typical items such as alignment data for sensors and
thrusters, sensor calibration data, spacecraft mass properties, fuel loading volumes,
temperatures and pressures and on-board ranging delays.


 


The contingency
analysis shall be presented in flowchart form to facilitate diagnosis of
failures or anomalies using spacecraft telemetry data.


 


Data (such as
tables of gain calibrations or antenna patterns) shall be provided in
electronic format compatible with Excel or other mutually agreed format.


 


3.4              IN-ORBIT TEST PLAN


 


In order to
evaluate performance with respect to major specification parameters, Inmarsat
will conduct in-orbit performance tests for the spacecraft according to a test
plan that will be prepared by Inmarsat. 
In-orbit performance test methods will be as similar as practicable to
pre-launch ground test methods.  The
Contractor shall support Inmarsat in this objective by assisting in the
definition of in-orbit test facility hardware, in reviewing test procedures and
by enabling Inmarsat to make use of ground test procedures and software to the
extent


 


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possible, and by
assisting in the provision of predicted performance based upon ground test
data.


 


3.5            SPACECRAFT
INTERFACES TO INMARSAT’S GROUND NETWORK


 


3.5.1        Ground
Network Architecture


 


The Contractor shall be responsible for defining the ground segment
configuration necessary to support satisfactory satellite TT&C and Payload
control operations.  These provisions
will be subject to agreement by Inmarsat who will implement these functions.
This definition shall take into account the following constraints:


 


•      A minimum of two
ground stations will be used for satellite control for each satellite.  One of these stations will be a ‘TT&C
enabled’ SAS, whereas the second could be either a second SAS station or an
upgraded Inmarsat TT&C station.  One
ground station will function as ‘master’ station and the second as backup;


 


•      Inmarsat’s two
satellite control centres (SCC’s) will be upgraded to form primary and backup
satellite control centres for the new satellites.  The SCC’s will interconnect with the TT&C and Payload Control
equipment in the primary and backup groundstations worldwide via the Inmarsat
Core VPN;


 


•      Certain elements
of the spacecraft payload will be controlled directly by the Advanced
Multimedia Network (AMN) ground software, including the mobile-to-mobile call
setup and the channel-to-beam routing. 
These control functions will be implemented by software commands from
the AMN being enacted via custom payload control software and baseband
equipment installed at the TT&C enabled SAS stations.  The SCC will also include monitoring
capabilities for these functions.


 


•      Dynamic Software
Simulators (Dysim’s) located at Inmarsat’s SCC’s; and


 


•      Two In-Orbit Test
systems will be located at dedicated IOT stations.


 


3.5.2        Spacecraft
Interface Requirements


 


The Contractor
shall provide common TT&C air-interfaces and common payload control
air-interfaces on each spacecraft. 
These interfaces shall be compatible with the Advanced Multimedia
Network (AMN) ground network interfaces and shall be defined in the Ground-Spacecraft
Interface Document (GSID) identified in the CDRL.


 


As a minimum the
GSID shall contain:


 


•      Telecommand link
budgets, showing the worst case command rejection and false command rates
through the various command paths.


 


•      All base-band
information and protocols needed to allow the ground segment to correctly
assemble and transmit “clear mode” commands to the spacecraft.


 


•      All baseband
information and protocols needed to allow the ground segment to correctly
assemble and transmit “encrypted mode” commands to the spacecraft.


 


•      Telemetry link
budgets, showing the worst case bit error rates achieved through the various
telemetry paths and operating modes.


 


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•      All baseband
information needed to allow the ground segment to decommutate correctly the
telemetry from the spacecraft in all modes of operation.


 


•      Ranging link
budgets, showing the worst case measurement errors achieved through the various
ranging paths and operating modes.


 


•      Link budgets, and
any other parameters (including modulation and coding schemes) required for the
Satellite Payload telemetry and telecommand links


 


•      Link budgets,
modulation and coding schemes, physical location and any other parameters
necessary for any ground beacon(s) required to achieve spacecraft pointing.


 


3.6              TT&C RF INTERFACE (SUITCASE) SIMULATOR


 


Equipment shall
be supplied for the purpose of verifying compatibility at an RF interface level
between the spacecraft and the TT&C system antennas.  This equipment is referred to as the
‘suitcase simulator’ and shall be capable of delivering a telemetry format of
arbitrary data, of receiving and executing a command and of ranging.


 


The suitcase
simulator shall be ruggedised to withstand transportation worldwide as
‘checked-in baggage’ on commercial airlines, and local/regional transportation
by road.


 


Inmarsat will
arrange for the transportation of the suitcase simulator, however the
Contractor shall be responsible for obtaining all necessary export licenses
required to achieve this.


 


This
compatibility testing for the first SAS shall be demonstrated prior to the
Final Design Review for the PFM spacecraft.


 


The Contractor
shall define an appropriate spares and maintenance philosophy for this
equipment.


 


3.7              DELIVERABLE
DOCUMENTATION


 


Documents which
are required to be delivered to Inmarsat are listed in the CDRL contained in
Appendix 5 to this Statement of Work. 
All deliverable documentation for the Inmarsat-4 programme shall use
S.I. units.


 


3.7.1        Document
Categorisation


 


These documents
are categorised as follows:


 


	
  ‘For
  Information’

  	
   

  	
  Requires no
  responding action from Inmarsat.

  
	
   

  	
   

  	
   

  
	
  ‘For Review’

  	
   

  	
  Requires a
  formal Inmarsat response which shall normally be supplied within a reasonable
  timeframe.  Lack of a formal response
  by Inmarsat shall not relieve the Contractor of it’s obligations under this
  Contract.

  
	
   

  	
   

  	
   

  
	
  ‘For Approval’

  	
   

  	
  Requires a
  formal Inmarsat response, usually in the form of a signature on the document
  approval page. Formal acceptance by Inmarsat shall be required to permit
  continuous programme progress, which will normally be received within the
  identified review periods unless specific deficiencies are identified to be
  addressed by the Contractor.

  



 


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3.8              SPACECRAFT SHIPMENT AND STORAGE


 


The Contractor
shall be responsible for shipping the spacecraft to the launch sites and for
any necessary ground support equipment transportation.


 


The Contractor
shall also provide short and long term storage in order to meet the satellite
deployment schedules as defined in Section 3.1 of this Statement of
Work.  As a minimum, the Contractor
shall provide spacecraft storage for each spacecraft for a period of up to ****
to Inmarsat. The Contractor shall provide detailed shipment and storage plans
for Inmarsat approval at the System Preliminary Design Review (PDR).


 


3.9              PAYLOAD
CONTROL SYSTEM


 


The Contractor
shall supply all software and hardware required to perform the functions listed
below and shall supply the computer systems and any operating systems required
for implementation.  The Contractor
shall implement the software on the computer systems and shall provide a
comprehensive demonstration of the correct functioning of the software and interfaces.
Software Design, Configuration and Test Documentation shall be provided as
identified in Part F of the CDRL


 


This software
shall perform the following functions:


 


•    Monitor and control
the Communications payload via the SAS equipment (subject to a separate
procurement) to provide the required real-time channel-to-beam switching and
other functions as described in Annex B to the Contract, entitled Technical Specification.


 


•    Monitor and control
the Communications payload to provide real time configuration of the Payload
Mobile to Mobile switch functions.


 


The Payload
Control System shall interface to the filter allocation system located in the
AMN network to accept commands for payload reconfiguration (channel-to-beam
allocations, mobile-to-mobile call setup etc). 
The Payload Control System shall interface to the SAS equipment to
implement the required payload reconfiguration, and to the Inmarsat SCC to
support monitoring and reprogramming of on-board processors and to the Inmarsat
NOC for monitoring the Payload Control System status.


 


All interfaces
between the Payload Control System and the ground control computer systems
shall be detailed in the GSID and Part F of the Contract Data Requirements List
given in Appendix 5 to this Statement of Work. 
Any necessary communications between Payload Control and
Inmarsat-provided systems shall be as described in Annex B, entitled Technical Specification.


 


PCS controller
(i.e. software and computer) shall be repairable/replaceable in the country of
use.


 


The Contractor
shall  identify and include the
provisioning of essential spares.


 


As a baseline,
spares shall comprise a complete set of VXI/VME cards for each of the two SAS
sites.


 


3.10           SPACECRAFT DYNAMIC SIMULATOR SOFTWARE


 


Computer
software capable of providing dynamic simulation of the Inmarsat-4 spacecraft
is required to be provided to Inmarsat for installation at the


 


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Spacecraft
Control Centre (SCC) for operator training, ground computer testing and flight
procedure validation (nominal and contingencies).


 


The simulator
shall interface with the Satellite ground control computer system via the same
IP-based protocol as used between the I3S and the TT&C Stations. The
Contractor shall identify the necessary hardware and any supporting software to
run the software simulator. The source code for the software simulator shall be
delivered to Inmarsat and the Contractor shall obtain the necessary export
licenses.


 


The simulator
shall accurately model the satellite dynamics and characteristics for all
subsystems.  Any flight software used on
the satellite shall be incorporated in the simulator.


 


The Contractor
shall plan and execute the following four major milestones: Requirements
review, Design review, In-plant Acceptance Test (IPAT) and On-site Acceptance
Test (OSAT). Following the first OSAT the Contractor shall provide training for
Inmarsat-nominated personnel. The Contractor shall provide comprehensive
documentation for the operational use, programming and maintenance of the
simulator.


 


3.11           LEOP FLIGHT CONTROL SOFTWARE


 


The LEOP
software shall include LAE burn sequence planning software and Transfer Orbit
attitude processing software.


 


There is no
requirement for the software to be hosted or integrated into the I3S ground
system software.  The software is to be
integrated by Inmarsat into the existing Inmarsat flight dynamics software and
therefore the software delivered must be tested source code modules.


 


Inmarsat shall
be permitted to make any changes to the delivered source code modules deemed
necessary for integration of the software with Inmarsat’s current suite of
Flight Dynamics Software.  These changes
may be made following Final Acceptance of the software by Inmarsat and the
Contractor will be informed and permitted to review any of these changes.


 


The software
shall be provided in a high level programming language and shall be compatible
with an industry standard operating system. 
The Contractor shall provide a comprehensive demonstration of the
correct functioning of the software and interfaces. Software Design,
Configuration and Test Documentation shall be provided as identified in Part G
of Appendix 5 to this SOW, entitled Contract
Data Requirements List.


 


3.12           LIFE-TEST BATTERY


 


A life test
battery shall be used as part of a programme to simulate the long term effects
of the charge, discharge and temperature cycling expected to be experienced by
the battery in orbit. The life test battery shall be populated with eight cells
from the same manufacturing lot as the Inmarsat-4 flight cells.The eight cells
shall be assembled in a non-flight battery configuration fitted with pressure
transducers and a defined interface connector to allow life testing to be
performed without any additional rework. 
The Battery Life Testing is an option as defined in Section 9.5 of
this Statement of Work.


 


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4                 NON-DELIVERABLE
ITEMS


 


4.1              DEVELOPMENT AND QUALIFICATION MODEL EQUIPMENT


 


For all new or
significantly modified equipment proposed to be developed for the Inmarsat-4
mission it is required that Development and/or Qualification model equipment be
manufactured in accordance with the requirements of the Inmarsat-4 programme
Hardware Matrix.


 


All Engineering
Model (EM), Engineering Qualification Model (EQM) and Qualification Model (QM)
hardware manufactured for the Inmarsat-4 programme shall be tested in
accordance with the Overall Test Plan (Annex J) to minimise programme risk
prior to manufacture of the flight hardware.


 


4.2              LIFE TEST UNITS


 


All equipment
susceptible to noticeable wear, degradation, fatigue, thermally induced creep
or preload induced creep during their projected lifetime (including time for
fabrication, storage, ground testing and flight) shall be subjected to life
tests, under conditions representative of those experienced in-orbit and during
ground testing.


 


The Contractor
shall specify the list of equipment intended to be subjected to life tests in
the Overall Test Plan. For cases where the Contractor can submit relevant life
test data which envelopes that required for the Inmarsat-4 mission, measured on
units which are fully representative of those planned to be used on the
programme, Inmarsat will consider accepting such data in lieu of actual life
testing.


 


4.3              TEST EQUIPMENT AND OTHER GROUND SUPPORT EQUIPMENT


 


The Contractor
shall be responsible for supplying any test equipment, Mechanical Ground
Support Equipment (MGSE) and Electrical Ground Support Equipment (EGSE) required
for the Inmarsat-4 programme, including that required for the Contractor’s
launch site activities.


 


4.4              SHIPPING AND STORAGE CONTAINERS


 


The Contractor
shall provide shipping and storage containers to protect the spacecraft during
transportation and storage as required for the Inmarsat-4 programme.


 


4.5              SPARE
PARTS AND EQUIPMENT


 


Spare parts are
not deliverable items, but the Contractor shall ensure that spare parts and
flight equipment are available in sufficient quantity at all levels of assembly
to support the integration and test programmes at unit, subsystem and
spacecraft level and hence ensure compliance with the scheduled delivery
requirements for the Programme.


 


5                 PROGRAMME
MANAGEMENT


 


This
section defines the programme management and reporting activities to be
performed by the Contractor for the Inmarsat Inmarsat-4 programme.


 


5.1              PROGRAMME
MANAGEMENT PLAN


 


The Contractor
shall implement a Programme Management Plan which defines the processes to be
used in managing the Inmarsat-4 programme.


 


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This plan shall
address all aspects of the proposed implementation including, as a minimum:


 


•      Schedule monitoring
and control


 


•      Programme Review
management plan


 


•      The Change
Management Plan, including both internal and externally generated changes
(Change Requests (CR’s), Change Notices (CN’s), etc)


 


•      Documentation
Control in accordance with the requirements of Section 5.2 of this
Statement of Work, and


 


•      The planned
involvement of the Inmarsat resident team


 


5.2              DOCUMENTATION AND DATA MANAGEMENT


 


The Contractor
shall establish and maintain a centralised documentation system to ensure that
all aspects of the Inmarsat-4 programme are adequately recorded and available
for access, including as a minimum all Inmarsat-4 programme documents, drawings
and test data.


 


The Contractor
shall provide the same access and information updates to the Inmarsat team as
those provided to the Contractor’s programme staff.


 


This
documentation system may be implemented as an electronic paperless system
provided that the unrestricted access requirements can be met.


 


After completion
of the contract, the Contractor shall continue to provide timely access to all
documentation and data which may be needed for in-orbit operations (including
the detailed spacecraft configuration) to facilitate any anomaly investigation.


 


The Contractor
shall describe its documentation and data control system in the Configuration
and Data Management (CADM) plan to be included in the Programme Management
Plan.  This CADM Plan shall include
detailed descriptions of:


 


(a)              the document or data identification systems to be used.


 


(b)              the proposed configuration management system.


 


(c)              the means by which Inmarsat would gain access and copies of
documents or data relating to work performed under the contract, and


 


(d)              the long term retention plan, which should ensure accessibility over
the entire mission life for the spacecraft constellation.


 


5.2.1        Mass
Properties Control


 


The Contractor
shall insure that a credible method for regular mass properties accounting
shall be implemented throughout the contract.


 


5.3              PROGRESS AND TECHNICAL MEETINGS


 


5.3.1        Regular
Progress Meetings


 


The resident
team shall be invited to the regular progress and technical meetings on the
project, which are anticipated to occur on a weekly basis.  These meetings should follow the
Contractor’s normal format, but allow for Inmarsat participation.  Service module, payload and spacecraft AIT
meetings shall be held on a daily basis.


 


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5.3.2        Quarterly
Progress Meetings


 


The Quarterly
progress meetings (QPM’s) are intended to have a more formal presentation
format, which will enable non-resident staff (including Senior/Executive
Inmarsat and Contractor Management) an overview of the entire status of the
programme.


 


Prior to these
QPM’s, systems meetings shall be held with the Inmarsat Resident team to review
the status of the system level budgets.


 


5.3.3        Progress
Reports


 


A one page
progress report ‘bulletin’ shall be provided on a weekly basis.  This summary shall highlight
schedule status and significant issues or achievements in the past week.


 


A detailed
progress report shall be provided on a Quarterly basis in lieu of the weekly
report for that period.  The format for
this report shall be jointly agreed between the Contractor and Inmarsat, but
should be configured to provide an overview of the entire status of the programme
against the defined objectives.  Other
specific aspects required to be addressed in the Quarterly progress report are
as defined in the CDRL (Appendix 5).


 


5.3.4        Launch
Vehicle Interface Meetings


 


The Contractor
shall support all of the meetings routinely required by Inmarsat and the Launch
Vehicle Contractor(s) in connection with the launch of the satellites.


 


5.3.5        Ground
Segment Interface Meetings


 


The Contractor
shall support meetings called by Inmarsat in connection with Ground Segment
Interface activities.  On average these
meetings will be held every six weeks over the **** the programme and it is
assumed that three of these meetings will be held in the US.


 


5.4              INMARSAT
RESIDENT TEAM


 


5.4.1        Role
of the Inmarsat Resident Team


 


Timely
implementation of the schedule is considered to be critical to the success
of the programme.  In order to
facilitate this, Inmarsat plans to have an on-site resident team to monitor the
day to day running of the programme and ensure that Inmarsat management are informed
of issues and can therefore support timely decision making.  This resident team shall be co-located with
the Contractor’s programme office and integrated with the Contractor’s
team.  The interface between the Contractor
and this team should be highly interactive and largely informal.


 


Inmarsat
residents shall be afforded unescorted access to all areas of the Contractor’s
and major Subcontractors’ facilities where work is in progress on the
Inmarsat-4 programme, at any time in accordance with the normal procedures for
access.


 


5.4.2        Inmarsat
Resident Accommodation


 


The Contractor
will provide office space for up to 18 Inmarsat Residents in total at the
spacecraft Contractor’s facilities of which no more than 15 will be present at
any one time at either Toulouse or Portsmouth. 
This includes furnished


 


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offices for
three senior managers and individual furnished accommodation for the remaining
Inmarsat residents.  A conference room
shall also be provided for use by Inmarsat Residents, plus a room for a
dedicated telemetry terminal to display real time telemetry from the Inmarsat
SCC in London.


 


The resident
Inmarsat PC LAN system (which will be furnished by Inmarsat) shall interconnect
to the Contractor’s PC LAN system in order to facilitate access to project data
and documents on-line.


 


The resident
team shall be provided with unrestricted access to international telephone and
other telecommunications links (voice and data).  Inmarsat will reimburse the costs associated with the use of
these services by the Inmarsat Resident team.


 


In the event
that major Subcontractors are to be used to supply hardware or services for the
programme, appropriate on-site resident facilities shall be also provided at
these sites.


 


5.4.3        Interaction
with the Customer Resident Team


 


The Inmarsat
resident team shall be invited to all progress and technical meetings on the
project including MRB’s, integration and test meetings, interface meetings,
design changes and other ad-hoc programme meetings.  These meetings should follow the Contractor’s normal format, but
allow for Inmarsat’s participation.  In
addition, it is anticipated that the resident team would have frequent
interaction with the project management, the systems team and other engineering
staff as the need arises.  The Inmarsat
resident team is not expecting to access internal Contractor financial
information.


 


6                 DESIGN
ACTIVITIES


 


6.1              SPECIFICATIONS


 


The Contractor
shall prepare specifications at system, subsystem and equipment level, as defined
in the CDRL.


 


6.2              DESIGN ANALYSES


 


The Contractor
shall perform comprehensive analyses and studies which shall demonstrate the
integrity of the spacecraft and conformance to its specifications, including
interface specifications. The analyses required to be delivered are defined in
the CDRL. Margins shall be demonstrated and quantified for all modes of
operations and environmental exposures from fabrication and tests on the ground
through to the end of orbit lifetime.


 


Analyses and
studies which have been conducted previously may be provided to cover equipment
and subsystems which have been developed and qualified for previous programmes,
and which, therefore, do not require requalification for this programme;
however, the Contractor shall be responsible for providing an adequate
technical rationale to support his claims of prior qualification or
qualification by similarity with reference to the Inmarsat technical
requirements.


 


Design analyses,
drawings and study reports shall be updated by the Contractor as new
information becomes available during the contract period, and shall be made
available to Inmarsat as issued.


 


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6.3              PASSIVE
INTERMODULATION (PIM)


 


The Contractor
shall implement a comprehensive PIM Development and Test plan to ensure that
the spacecraft design has acceptable Passive Intermodulation (PIM) performance,
and that the spacecraft PIM performance will be maintained in accordance with
the specifications over the mission lifetime including in-orbit degradation
effects and with potential damage/tearing of deployable reflector and thermal
protection surfaces.


 


In particular,
the Contractor shall address the methods by which acceptable PIM performance
will be verified over temperature for the payload.


 


6.4              DESIGN REVIEWS


 


The Contractor
shall conduct a series of formal reviews at equipment, subsystem and system
level as follows:


 


	
   

  	
   

  	
  PDR

  	
   

  	
  CDR

  	
   

  	
  FDR

  	
   

  	
  MRR

  	
   

  	
  TRR

  	
   

  	
  TRB

  	
   

  	
  PRE-

  SHIP

  	
   

  	
  LAUNCH

  READINESS

  
	
  NEW EQUIPMENT

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
  X

  	
  (1)

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
   

  
	
  QUALIFIED EQUIPMENT

  	
   

  	
  Combined review carried out
  at MRR

  	
   

  	
   

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
   

  
	
  PLATFORM

  	
   

  	
  X

  	
  (2)

  	
  X

  	
  (3)

  	
   

  	
   

  	
   

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
   

  
	
  COMMUNICATIONS PAYLOAD

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
   

  
	
  SPACECRAFT SYSTEM

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
  X

  
	
  FLIGHT SOFTWARE

  	
   

  	
  X

  	
  (4)

  	
  X

  	
  (5)

  	
   

  	
   

  	
   

  	
   

  	
  X

  	
   

  	
  X

  	
   

  	
   

  	
   

  	
   

  



 


Notes:












(1)   Required for all Qualification/Protoflight
equipment


(2)   The Platform PDR shall be at CDR level


(3)   “Delta CDR”, held at time of System CDR.


(4)   Combines SRQ and ADR


(5)   DDR


 


For the purpose
of design reviews, flight software shall be treated as a separate subsystem.


 


6.4.1        Preliminary
Design Review (PDR)


 


The System PDR
shall be conducted to allow the Contractor to satisfy Inmarsat formally of the
baseline design concept and the planned implementation.


 


This meeting
shall include reviews of the appropriate budgets and specification requirements
for system, subsystem and unit level and shall verify compliance with the
contract requirements.


 


This PDR shall
also establish the compatibility of the design with the external and internal
interfaces (Launch Vehicles, GSID, SDID etc).


 


In view of the
fact that the Platform is already qualified, the Platform aspects of the System
PDR should actually be at CDR level.


 


For new
equipment, PDR’s shall also be held at Subsystem and Equipment level to satisfy
Inmarsat of the baseline design concept, configuration, specification and
design for that item.  These PDR’s shall
include a


 


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Specification
Traceability Review to establish the link back to the overall system level
requirements.


 


For equipment
which has already been qualified on other programmes and which is to be used
unchanged on Inmarsat-4, the PDR, CDR and MRR shall be combined into a single
review in order to authorise the start of manufacture for new equipment as
early as possible in the programme.  For
off-the-shelf equipment, the PDR and CDR shall be combined with the TRB to
verify its acceptability for the programme.


 


The PDR will be
deemed to be complete upon the completion and acceptance by Inmarsat of
resolution of major action items.


 


Sub-system
reviews may be combined with system level design reviews.


 


6.4.2        Critical
Design Review (CDR)


 


Critical design
reviews shall be held at Equipment level, Subsystem level and also at System
Level to allow the Contractor to formally satisfy Inmarsat of the final design
implementation and the compliance with the specification requirements, based
upon engineering model tests, design studies and analyses. These CDR’s shall
also verify the compatibility of the subsystem/system interfaces and other
agreed interfaces (e.g. the GSID).


 


For the Payload,
incremental CDR’s shall be held when the designs of key elements (e.g. SSPA’s,
DSP) reach sufficient maturity to allow manufacture to begin.


 


The adequacy of
subsequent acceptance test plans shall also be agreed at this meeting.


 


On completion of
a CDR, the agreed design shall be frozen and placed under formal configuration
control.


 


The CDR will be
deemed to be complete upon the completion and acceptance by Inmarsat of
resolution of major action items.


 


6.4.3        Final
Design Review (FDR)


 


At the system
FDR the Contractor shall formally satisfy Inmarsat on the readiness of the
Protoflight spacecraft for system level testing.


 


The FDR shall
establish the compliance of the spacecraft system to the specification
requirements based upon qualification or protoflight tests at equipment and
subsystem levels, using design analyses, system level budgets and studies.


 


This review
shall also establish the readiness of the system level test procedures and
software for availability two weeks prior to subsequent system level test
phases.


 


The FDR will be
deemed to be complete upon the completion and acceptance by Inmarsat of
resolution of major action items.


 


6.4.4        Manufacturing
Readiness Reviews (MRR)


 


Manufacturing
Readiness Reviews shall be working level meetings held prior to commencement of
manufacture of the first flight articles of each equipment for the Inmarsat-4
programme.


 


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The MRR shall
consider, as a minimum:


 


•      the satisfactory
completion of all development work;


 


•      that approval has
been achieved for all parts, materials and processes;


 


•      that all drawings
and manufacturing facilities to be used have been approved by the Contractor’s
project team and, if necessary, Inmarsat; and


 


•      that all the
required parts, materials, processes, documentation and facilities are
available to begin manufacture.


 


6.4.5        Design
Review Organisation


 


6.4.5.1 Planning
Arrangements


 


In general,
PDR’s are targeted to determine the adequacy of flow-down of specification
requirements, hence the System Design Review should precede the Subsystem
reviews, which in turn shall precede the Equipment reviews.


 


The CDR’s are
intended to verify the adequacy of designs against these requirements, hence
the Equipment reviews shall precede the corresponding Subsystem reviews, which
should in turn precede the Communications Payload and Spacecraft System
reviews.


 


For new
equipment, CDR’s shall not be convened until the corresponding equipment,
subsystem or system PDR has been completed and all actions closed.  Communications Payload and Spacecraft System
Design Reviews represent major programme milestones, and hence shall be
arranged by the Contractor and co-chaired by the Contractor and Inmarsat
representatives.


 


For qualified
spacecraft platform equipment, the PDR, CDR, FDR and MRR shall be combined into
a single review, to be held in the same timeframe as the spacecraft PDR.


 


The Launch
Readiness Review shall be chaired by Inmarsat.


 


The outcome of
each of these major programme reviews will be summarised in a report to be
jointly agreed by Inmarsat and the Contractor.


 


6.4.5.2 Design
Review Data Packages


 


The basic
documentation required for programme design reviews is listed in the CDRL in
Appendix 5 to this Statement of Work. Data packages for minor reviews shall be
delivered to Inmarsat two weeks prior to the review, but for other major
reviews including those for the Communications Payload, the Spacecraft System
and other reviews requiring major input from non-Resident Inmarsat staff
members and consultants, data packages are required to be delivered at least
two (2) weeks prior to the review.


 


6.4.5.3 On-Board
Flight Software Design Reviews


 


The Software
Requirements Review (SRR) shall verify all software requirements are fully
defined in the Flight Software Requirements document.  The Requirements Document shall also define all performance,
interface, operational, resource and verification requirements for the flight
software.  The SRR is the first part of
the Flight Software PDR.


 


An Architectural
Design Review (ADR) shall be conducted to allow the contractor to satisfy
Inmarsat formally of the Architectural Design concept. The


 


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review shall
also verify that the Flight Software Architectural Design Document (ADD) is
complete and correct. The ADD shall define the major components of the software
and all interfaces between them. The ADD shall also define all external
interfaces. A preliminary resource analysis (worst case timing, memory
utilisation) shall be presented at ADR. A prerequisite to this review is a
successfully completed Software Requirement Review. The Architectural Design
Review is the second part of the Flight Software PDR.


 


The Detailed
Design Review (DDR) shall be conducted to allow the contractor to satisfy
Inmarsat formally of the Flight Software Detailed Design. The review shall also
verify that the Detailed Design Document (DDD) is complete and correct. The DDD
shall describe the software to the bottom-level components. All interfaces
between components as well as external interfaces are to be completely
defined.  Software components shall be
described in detail, using Program Design Language or equivalent. The DDD shall
include a matrix tracing all requirements in the Software Requirements Document
to the Detailed Design implementation. Informal design walkthroughs prior to
the review may be a useful way to facilitate an effective DDR.  An updated resource analysis shall be
presented at the Detailed Design Review. The Software Requirement Document and
the Architectural Design Document shall be updated prior to the DDR to reflect
any changes since ADR. The Detailed Design Review is equivalent to the Flight
Software CDR.


 


The software
design must be mature at the time of Detailed Design Review and no software
design changes are to be expected. Should any unforeseen changes occur after
the Detailed Design Review, additional reviews addressing these changes have to
be held prior to the Software Test Readiness Review. Formally these reviews
will be part of the Detailed Design Review and the same design review and
documentation requirements apply.  The
Detailed Design Document shall be updated to reflect all changes to the flight
software.


 


All flight
software documentation updates must be completed prior to the Software Test
Readiness Review. The actual resource utilisation is to be presented at
Software Test Readiness Review. A matrix shall also be presented tracing how
individual requirements in the Software Requirement Document are verified in
specific Flight Software acceptance tests.


 


7                 TEST
ACTIVITIES


 


7.1              GENERAL


 


The Contractor
shall be responsible for ensuring the availability of the required test
facilities, equipment and associated fixtures (MGSE, EGSE etc); and for
performing all testing as required in the Overall Test Plan.


 


7.2              TEST
DOCUMENTATION


 


7.2.1        Test
Requirements Specification and Detailed Test Plans


 


The Contractor
shall prepare and deliver Test Requirements Specifications and Detailed Test
Plans at System, Subsystem and Equipment Level in accordance with the
requirements of the CDRL.  These
documents shall reflect the requirements of the Overall Test Plan and shall
provide an overview of each of the tests to be performed at the appropriate
level to demonstrate that the specified requirements are met.


 


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7.2.2        Test
Procedures


 


The Contractor
shall prepare Test Procedures for the tests to be performed at unit, subsystem
and system level. These shall be made available to INMARSAT in accordance with
the requirements of the CDRL, and all system level test procedures must have
INMARSAT agreement before the tests commence.


 


The Test
Procedures shall include a detailed step-by-step description of the tests,
together with the pass/fail criteria and the expected values for all parameters
to be measured.


 


7.2.3        Test
Discrepancy Reports (TDR)


 


Test Discrepancy
Reports (TDR) shall be provided to INMARSAT for all anomalies observed during
testing of flight units, subsystems and spacecraft. The Test Discrepancy Report
shall not be closed until the cause of the anomaly has been positively
identified and any necessary corrective action has been implemented.


 


7.2.4        Test
Reports


 


Detailed reports
shall be prepared at the conclusion of all unit, subsystem and system level
tests. These reports shall include a summary of the test results, together with
commentary on all discrepancies which were noted during the test and the
results of any subsequent investigations.


 


The report shall
also include identification of the build status of the item tested, a list of
all test equipment used (including calibration status) and a list of all test
software used (including revision number and validation status).


 


A copy of the
“as-run” procedure, including measured values where appropriate, shall be
provided.


 


Where tests are
run simultaneously on several equipments in ‘batches’ the results may be
combined into a combined test report as appropriate.


 


7.3              TEST DATA


 


During the test
campaigns, the test data shall be made available to Inmarsat in real time.


 


During
spacecraft level testing, a terminal shall be provided in the integration and
test facility to allow Inmarsat personnel to access spacecraft telemetry data
in real time. In addition, it shall be possible for Inmarsat to monitor the
spacecraft telemetry data remotely via data-lines during the spacecraft system
test.


 


Test data shall
be compared with the expected values. The actual measured values of all
parameters shall be recorded and made available to Inmarsat. Items which are
outside the specified limits shall be clearly identified. All test data shall
be provided to Inmarsat using a mutually agreed electronic media for off-line
analysis.


 


For each test at
equipment, subsystem and spacecraft level, a subset of the measured data shall
be entered into a trend analysis record; the parameters to be used for trend
analysis shall be agreed on a case-by-case basis with Inmarsat.


 


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Mate/demate and
Running Time Logs shall be maintained for all units.  All test data shall be available and preserved for subsequent use
during in-orbit testing and operation.


 


7.4              TEST REVIEWS


 


Test reviews may
be working level or formal meetings as appropiate organised by the Contractor
prior to and following each test.  In
case of hardware in volume production, these reviews may be held for groups or
batches of units.


 


7.4.1        Test
Readiness Reviews (TRR’s)


 


Test Readiness
Reviews shall be held to assess the readiness of the equipment, or subsystem or
spacecraft for test.  The scope of the
review shall include consideration of the readiness of the test procedures,
test environment and article to be tested.


 


At system level,
the FDR shall be held prior to commencement of the Spacecraft level test
programme, and TRR’s shall be held prior to each subsequent phase of spacecraft
testing.


 


7.4.2        Test
Review Board (TRB) meetings


 


TRB’s at
equipment level shall generally be convened as working level meetings.  At subsystem and system level, however,
these shall be held more formally to review the adequacy of the test results
and to obtain agreement to proceed to the next phase of integration.


 


7.4.3        Pre-Shipment
Review


 


Each spacecraft
shall undergo a Pre-Shipment Review, including as a minimum the following
assessments:


 


•      Test Result
Compliance Summary


 


•      Reconciliation
between the ‘As built’ and ‘As Designed’ configurations


 


•      Summary of ‘Open
Items’


 


•      Review of status
of other Product Assurance control procedures including Waivers, Deviations,
NCR’s, mate/demate logs etc.


 


A Pre-Shipment
Review will be deemed to be successfully completed upon the completion and
acceptance by Inmarsat of resolution of all major action items.


 


At the
Pre-Shipment Review Inmarsat shall notify the Contractor if the Spacecraft is
to be shipped to the Launch site or placed into storage.


 


7.4.4        Launch
Readiness Reviews


 


Prior to
spacecraft fueling and integration of the spacercraft with the launch vehicle,
a Launch Readiness Review (LRR) shall be held to review the status of the
spacecraft and its readiness to proceed to the next critical stage of the
launch preparations.  An LRR can only be
considered to have been successfully achieved following Inmarsat’s written
confirmation that the LRR has been successfully closed.


 


The following
list defines the requirements which must be met in order to achieve a
successful LRR.


 


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1. Closure of
all open system, sub-system and unit Non Conformance Reports (NCR) and Material
Review Boards (MRB) by the Contractor and Inmarsat.


 


2. Closure of
all open Deviations and Waivers by the Contractor and Inmarsat.


 


3. Closure,
subject to Inmarsat’s acceptance of all system and sub-system Pre-Ship Review
actions.


 


4. Closure,
subject to Inmarsat’s acceptance of all system and sub-system Test Review Board
(TRB) actions and Test Discrepancy Reports.


 


5.
Reconciliation of the `as-built’ system configuration with the `as-designed’
system configuration. This shall be achieved by Inmarsat’s sign-off of the
Configured Items Record.


 


6. Successful
inspection of the spacecraft by Inmarsat.


 


7. Closure of
any other open issues such as the issues tracked in an “open item list”
affecting the readiness of the spacecraft for launch.


 


7.4.5        Final
Acceptance Reviews


 


All
non-spacecraft items identified in Appendix 3, entitled Deliverable Equipment and Services shall undergo a Final
Acceptance Review during which the Contractor shall demonstrate to Inmarsat
that the deliverable equipment is ready for use by Inmarsat.  The review shall cover as a minimum the
following assessments:-


 


•      Test Result
Compliance Summary


 


•      Reconciliation
between the ‘As built’ and ‘As Designed’ configurations


 


•      Summary of ‘Open
Items’


 


•      Review of status
of other Product Assurance control procedures including Waivers, Deviations,
NCR’s, etc.


 


A Final
Acceptance Review will be deemed to be successfully completed upon the
completion and acceptance by Inmarsat of resolution of all major action items.


 


8                 PRODUCT ASSURANCE REQUIREMENTS


 


The Contractor
shall establish and implement a Product Assurance (PA) programme in accordance
with the requirements of Annex K to the Contract, entitled Product Assurance Requirements, which shall be detailed in a
Product Assurance Plan.


 


8.1              END ITEM DELIVERY


 


Upon delivery of
an equipment, a subsystem or a spacecraft, the Contractor shall supply an End
Item Data Pack (EIDP).  As a minimum,
the EIDP for each item shall contain:


 


•      the Certificate of
Conformance for the item, signed by the Contractor’s Quality Assurance
representative;


 


•      test reports and
copies of as-run procedures;


 


•      the Configured
Item Status List, identifying the “as-built” standard of the delivered item;


 


Confidential


 


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•      a reconciliation
between the “as-built” and “as-designed” standard of the delivered item;


 


•      at equipment
level, circuit schematics as defined in Section 8.2 of this Statement of
Work, interconnection diagrams and the “as-built” parts list identifying all
parts used in the equipment, together with the Top Assembly and the Interface
Control Drawings;  and


 


•      a summary of ‘open
items’, plus copies of all Non-Conformance reports, Failure reports, Test
Discrepancy reports, Requests for Waiver or Deviation and a copy of the
appropriate Log Books.


 


8.2              ELECTRICAL CIRCUIT SCHEMATICS


 


Electrical circuit schematics shall be delivered for all equipment
built by the Contractor except for the communications payload DSP units.  For all sub-contracted equipment the
Contractor shall supply the electrical circuit schematics to the extent to
which they are authorised to do so by the sub-contractor.


 


For all sub-contracted equipment for which the Contractor is unable
to obtain authorisation to supply the electrical circuit schematics to
Inmarsat, the Contractor shall supply equivalent electrical diagrams of the
equipment interfaces with other spacecraft equipment.  These equivalent electrical diagrams shall show the electrical
details of the interfaces including, as a minimum, the switching
implementation, redundancy arrangement, cross-strapping, driver configuration, filtering
and protection.


 


9                 OPTIONS


 


9.1              SPACECRAFT
STORAGE


 


Inmarsat may, at
its option, require the Contractor to store one of more spacecraft beyond the
contractual delivery date.  Storage for
an initial period of **** shall be provided by the Contractor ****, as required
in Section 3.8 of this SOW.


 


Storage longer
than **** and up to a maximum of five years shall be provided by the Contractor
in accordance with the short and long term storage requirements described in
Section 6 of Annex J to the Contract, entitled Overall Test Plan.


 


9.2              STATION-KEEPING FLIGHT CONTROL SOFTWARE


 


This software
shall support preparation of manoeuvres using non-impulsive thrust subsystems.


 


There is no
requirement for the software to be hosted or integrated into the I3S ground
system software.  The software is to be
integrated by Inmarsat into the existing Inmarsat flight dynamics software and
therefore the software delivered must be tested source code modules.


 


Inmarsat shall
be permitted to make any changes to the delivered source code modules deemed
necessary for integration of the software with Inmarsat’s current suite of
Flight Dynamics Software.  These changes
may be made following Final Acceptance of the software by Inmarsat and MMS will
be informed and permitted to review any of these changes.


 


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The
station-keeping software shall include on-station (non-impulsive delta-V)
modules for NSSK and EWSK manoeuvre management software, wheel off-load management
software, orbit determination software and orbit propagation software.


 


The software
shall be provided in a high level programming language and shall be compatible
with an industry standard operating system. 
The Contractor shall provide a comprehensive demonstration of the
correct functioning of the software and interfaces. Software Design,
Configuration and Test Documentation shall be provided as identified in Part G
of the CDRL.


 


9.3              ADDITIONAL
SPACECRAFT


 


Inmarsat may
wish to procure up to two (2) additional Inmarsat-4 spacecraft to extend the
coverage of the Inmarsat-4 constellation or to replace spacecraft that were not
successfully deployed.


 


Inmarsat
envisages exercising this option at either ****months after placement of this
Contract.  Delivery of additional
spacecraft shall be **** after exercise of this option but no earlier than ****
after the delivery of the F3 spacecraft.


 


9.4              FIVE PANEL SOLAR ARRAY OPTION


 


The dry mass
given in Annex B, Section 2.3.1, entitled Dry Mass, assumes a
six-panel solar array configuration.  An
option for a five-panel array which will provide a dry mass reduction of ****
is also being offered.  Inmarsat has
until PDR to exercise this option.  The
exercise of this option will provide five-panel solar arrays for all three
spacecraft and any others subsequently ordered.


 


9.5              BATTERY LIFE TESTING


 


9.5.1        Life
test objective


 


Eclipse seasons:


 


•Real
time eclipse seasons to max 80 % DOD


 


Solstice seasons:


 


•Accelerated
solstice


 


9.5.2        Detailed
test plan


 


Note : To be
adjusted in accordance with the in flight power


 


Initial standard
capacity test at +10°C


 


Eclipse season:
45 days simulated


 


•
Discharge rate: C/1.5


 


•
DOD: from 10% to 80% following in orbit profile


 


•
Charge rate : C/20 with 1.05 charge return ratio


 


•
Trickle charge : 2 hours at C/200


 


•
Temperature : -5°C ±2°C


 


Accelerated
solstice test season duration: 29.5 days


 


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Solstice season


 


- 100% SOC maintained


 


- Battery cycling due to PPS firing


 


122 cycles per year


 


10% DOD at C/5 discharge rate


 


charge at C/20 with 1.05 return ratio


 


2 hours trickle charge at C/200


 


- Temperature : +10°C ± 2°C


 


23 days of accelerated solstice per year


 


Thus, one year in orbit is equivalent to 82
days simulation (2*29.5+23).


 





 


9.5.3                       Life
test schedule at MMS for INMARSAT cells


 


15 years will be simulated in order to
provide margins, leading to a total test duration of 3 years and 5 months.


 


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9.5.4                       Life
test report:


 


Intermediate report will be provided after
each standard capacity test (5, 10 and 15 years simulated).


 


9.6                                         ENHANCED NAVIGATION PAYLOAD


 


Inmarsat may wish to enhance the capability
of the Navigation Payload following the outcome of the World Radio Conference
(WRC2000) such that both E5 and L5 frequencies are available on the satellite
and can be selected by ground command.


 


This option shall be valid from **** and
applies to all three spacecraft and any others subsequently ordered.


 


9.7                                         ADDITIONAL PAYLOAD CONTROL SYSTEMS


 


Inmarsat may wish to procure up to five (5)
additional Payload Control Systems. 
These additional Payload Control Systems shall comprise the same
hardware, software, simulators and spare VXI Cards as are defined for the
Payload Control Systems to be delivered as part of the baseline contract.


 


The option shall be valid up to ****.  Delivery of any additional systems shall be
*** months after date of order but no earlier than ****.


 


9.8                                         PAYLOAD CONTROL SYSTEM MAINTENANCE


 


1.                           The Contractor shall provide hardware and software maintenance
support to cover the period following the expiration of warranty.   The maintenance period shall commence after
the delivery and acceptance of the fourth unit.


 


2.                           This shall include hardware and software Configuration Management,
and maintaining up-to-date documentation.


 


3.                           The maintenance service shall include a diagnostic/repair facility
at the Contractors premises to enable repairs to be carried out on a return to
the factory basis.


 


4.                           Off-the-shelf computer hardware and peripherals shall be excluded
from the maintenance support, as Inmarsat will arrange local on-site support
with the relevant manufacturer(s).


 


5.                           It can be assumed that SAS site personnel will be responsible for
performing maintenance to level 1 and 2 which includes the following:


 


•                               operating front panel
controls;


 


•                               routine inspection of front
panel indicators;


 


•                                  replacement of fuses,
lamps, and printed circuit boards;


 


•                                  adjustment of levels and
frequencies;


 


•                                  basic software
administration (loading and logging);


 


•                                  restocking spares and
returning failed units to the Contractor;


 


6.                           This option shall be renewable annually by Inmarsat for a minimum
period of ****.


 


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7.                           The Maintenance Plan shall  include
the Contractor response time and MTTR of 2 hours at the SAS site.


 


8.                           Not more than 10 elapsed days shall  be allowed for a hardware repair that is returned to the
Contractor.


 


9.                           During agreed high risk periods that is not to exceed one month per
annum, the maintenance service shall  include
reasonable on-call technical support covering technical assistance and advice,
as well as status reporting on outstanding problems. This is applicable during
normal working hours (defined as 8.30am to 4.30pm, Monday to Friday but
excluding public holidays).


 


10.                     Faults shall  be reported
and processed using a formal procedure to be agreed between the Contractor and
Inmarsat.


 


11.                     In the event that a maintenance engineer is required to visit a SAS
site then a mutually agreeable time notification period shall  be agreed by CDR.


 


12.                     On-site attendance shall be required in cases of emergency and when
the site operator staff has not been able to resolve the problem using the
Contractor supplied procedures.


 


13.                     This shall be charged on a time and expenses basis.


 


14.                     The provisional response time shall be 5 days within Europe and 8
days for the rest of the world provided the geographical location of the SAS sites
is declared by CDR.


 


15.                     The Contractor shall adhere to all necessary local site regulations
(i.e. safety, legal, etc.) when on-site at the SAS locations.


 


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APPENDIX 1: LAUNCH VEHICLE SUPPORT
REQUIREMENTS


 


The Contractor shall be responsible for
pre-launch operation tasks at each launch site as described below:


 


a)         handling
and operation of the spacecraft and spacecraft test equipment during the launch
operations


 


b)        assembly
and checkout activities, such as those related to batteries, solar arrays,
pyrotechnic devices, propulsion subsystem propellant filling and
pressurisation, and spacecraft checkout;


 


c)         supply
of propellants and pressurants as required for the mission;


 


d)        transportation
of the satellite at the launch site where not provided by the launch vehicle
agency;


 


e)         participation
in launch operation rehearsals;


 


f)           provision of a compatibility test with the SCC for each satellite;


 


g)        recovery
operations after an aborted launch and performing all operations necessary to
prepare the spacecraft for launch again;


 


h)        recovery
of spacecraft hazardous equipment if recoverable after a launch failure;


 


i)            disposal of hazardous waste from spacecraft launch preparation, such
as surplus fuel;


 


j)            support to Inmarsat during the launch campaign in meetings to review
progress, to identify and resolve interface or facility issues and also in the
Acceptance and Launch Readiness Reviews; and


 


k)         to
demonstrate compliance with the safety requirements of the launch vehicle
agencies;


 


l)            to provide voice and data communications links from the launch site
to the SCC in London, in order to monitor satellite telemetry up to the moment
of launch;


 


m)      
mass properties;


 


n)        
alignment;


 


o)        
integration with adapter and launch vehicle.


 


The nominal durations for the launch
campaigns are as follows:-


 


	
  Ariane 5, Delta 4, Atlas 5

  	
   

  	
  5 weeks

  
	
   

  	
   

  	
   

  
	
  Proton

  	
   

  	
  6 weeks

  
	
   

  	
   

  	
   

  
	
  Sea Launch

  	
   

  	
  7 weeks

  



 


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APPENDIX 2: OPERATIONS SUPPORT PLAN


 


The Operations Support Plan (OSP) shall
include, as a minimum, the following provisions:


 


•                  preparation
of the pre-launch operational documentation including the Ground Spacecraft
Interface Document (GSID), the Mission Manual, and the Operational Requirements
Handbook (ORH) as defined in Section 3.3.1.


 


•                  support
at specific operations meetings and reviews conducted by Inmarsat including ORH
and Flight Control Procedures reviews (at the Contractor’s premises), Critical
Operations Review and Mission Readiness Review at Inmarsat.


 


•                  preparation
and maintenance of a single central spacecraft telemetry and telecommand
database which shall be transferred to Inmarsat via a computer readable medium
compatible with Sybase.


 


•                  provision
of equipment and communications links associated with the transfer of real-time
telemetry collected during spacecraft integration and test and the
spacecraft/ground segment compatibility testing which will take place both at
the Contractor’s facilities and at the launch site.


 


•                  review
and approval of Compatibility Test Procedures, Flight Control Procedures (LEOP
and on-station both nominal and contingencies), and In-Orbit Test Procedures,
all prepared by Inmarsat based on procedures contained in the ORH.


 


•                  preparation
and provision of two 15 days training courses on the spacecraft for Inmarsat
spacecraft control operations personnel. The training programme shall include
classroom and structured on the job training at the Contractor’s facility and
also at Inmarsat.


 


•                  participation
in operations rehearsals at the Inmarsat SCC prior to the launches of the
satellites by all members of the Contractor’s staff who will support LEOP
activities. For F1 the first rehearsal shall be held in accordance with the
agreed Operational Support Plan for a duration of 5 working days and shall
cover nominal operations. The second rehearsal shall be held in accordance with
the agreed Operational Support Plan for a duration of 5 working days and shall
cover contingencies and recovery operations associated with all phases of the
mission. The third rehearsal shall be held immediately prior to launch for a
duration of 5 working days. For the second and all subsequent spacecraft a
dress rehearsal shall be held for a maximum of 5 days prior to each launch. No
additional rehearsals are foreseen.


 


•                  support
of orbital operations at the Inmarsat SCC from launch until the completion of
in-orbit testing for each spacecraft with Contractor representatives covering
each subsystem, and


 


•                  support
to Inmarsat for spacecraft anomalies, as required, from launch to end of life
of the satellite, via an appropriate ‘Emergency Support’ agreement.


 


Confidential


 


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APPENDIX 3:      DELIVERABLE
EQUIPMENT AND SERVICES


 


	
  Item .

  	
   

  	
  Description

  	
   

  	
  Final
  Acceptance

  	
   

  	
  Delivery
  Location and Date

  	
   

  	
  Comments

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1

  	
   

  	
  Protoflight Spacecraft

  	
   

  	
  LRR

  	
   

  	
  Launch Site ****

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  2.

  	
   

  	
  Second Spacecraft

  	
   

  	
  LRR

  	
   

  	
  Launch Site ****after EDC

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  3.

  	
   

  	
  Third Spacecraft

  	
   

  	
  LRR

  	
   

  	
  Launch Site **** after EDC

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  4.

  	
   

  	
  Documentation

  	
   

  	
  In accordance with Appendix 5 of the SOW

  	
   

  	
  Inmarsat.  As required.

  	
   

  	
  As specified in the CDRL

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  5.

  	
   

  	
  Mission Support Services

  	
   

  	
  N/A

  	
   

  	
  Various.  As required

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  6.

  	
   

  	
  Launch Support Services

  	
   

  	
  N/A

  	
   

  	
  Launch Site.  As Required

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7.

  	
   

  	
  Transportation and Storage Services

  	
   

  	
  N/A

  	
   

  	
  Launch Site.  As Required

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8.

  	
   

  	
  TT&C ‘Suitcase’ Simulator

  	
   

  	
  Final Acceptance Review held in accordance with Section 7.4.5 of the
  SOW at **** mths

  	
   

  	
  Inmarsat. After completion of all compatibility testing in accordance
  with Section 3.6 of the SOW

  	
   

  	
  Inmarsat will advise the potential
  countries to which this unit may be delivered at **** prior to the need date as soon as possible and in
  any case no later than CDR.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  9.

  	
   

  	
  Payload Control System

  	
   

  	
  PCS h/w final acceptance test is the PCS Site Acceptance Test.  PCS s/w final acceptance test is the
  PCS-to-satellite Compatability Test

  	
   

  	
  Various.  **** after EDC for the first system and subsequent deliveries
  at two (2) month intervals.

  	
   

  	
  Four systems and licences and
  software licenses are to be supplied (including spares) for installation at
  the Inmarsat NOC’s and at SAS stations, worldwide.  One copy of the software source code is to be included for each
  of the PCS software and the simulator.

  



 


Confidential


 


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  10.

  	
   

  	
  Spacecraft Dynamic Simulator Software

  	
   

  	
  Final Acceptance Review held in accordance with Section 7.4.5 of the
  SOW.

  	
   

  	
  Inmarsat.  Preliminary version
  **** after EDC.  Final version**** after EDC.

  	
   

  	
  Three operational licenses are
  required.  One copy of the source code
  is to be included.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  11.

  	
   

  	
  On-board Flight Software Source Code

  	
   

  	
  N/A

  	
   

  	
  Inmarsat.  Pre-Shipment Review

  	
   

  	
  Access to the preliminary code will
  be provided to Inmarsat at CDR and to final code prior to the software
  acceptance test.  Pseudo-code is to be
  delivered.  DSP code is excluded.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  12.

  	
   

  	
  LEOP Flight Control Software

  	
   

  	
  Final Acceptance Review held in accordance with Section 7.4.5 of the
  SOW.

  	
   

  	
  Inmarsat SCC.  **** after EDC.

  	
   

  	
  Source code is deliverable and
  subject to modification by Inmarsat in accordance with Section 3.11 of this
  SOW. Three operational licenses shall be provided.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  13.

  	
   

  	
  Life-test Battery Cells

  	
   

  	
  N/A

  	
   

  	
  Inmarsat TBD.  ****

  	
   

  	
   

  



 


Note:              The
Contractor’s obligations in respect of source code to be delivered to Inmarsat
shall be limited to delivery of a copy of such source code.


 


Confidential


 


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APPENDIX 4:     OPTIONAL
EQUIPMENT AND SERVICES


 


	
  Item

  	
   

  	
  Description

  	
   

  	
  Final Acceptance

  	
   

  	
  Delivery Location and Date

  	
   

  	
  Comments

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1.

  	
   

  	
  Spacecraft Storage

  	
   

  	
  As required

  	
   

  	
  As required

  	
   

  	
  See Section 9 of this S.O.W.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  2.

  	
   

  	
  Station-keeping Flight Control Software

  	
   

  	
  Final Acceptance Review held in accordance with Section 7.4.5 of the
  SOW.

  	
   

  	
  Inmarsat SCC.  ****EDC.

  	
   

  	
  Source code is deliverable and subject to modification by Inmarsat in
  accordance with Section 9.2 of this SOW. 
  Three operational licenses shall be provided.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  3.

  	
   

  	
  Enhanced Navigation Payload

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  4.

  	
   

  	
  Additional Payload Control Systems

  	
   

  	
  Final Acceptance Review held in accordance with Section 7.4.5 of the
  SOW.

  	
   

  	
  Various.  ****and in any case no later than **** after exercise of option.

  	
   

  	
  For installation at the Inmarsat NOC’s and at  4 SAS stations, worldwide

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  5.

  	
   

  	
  Battery Life Testing

  	
   

  	
  Test Review Board at completion of test.

  	
   

  	
  ****

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  6.

  	
   

  	
  Five-panel solar arrays

  	
   

  	
  Spacecraft LRR

  	
   

  	
  N/A

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7.

  	
   

  	
  Additional spacecraft

  	
   

  	
  LRR

  	
   

  	
  Launch Site TBS.  ****after exercise of option.

  	
   

  	
   

  



 


Note:       The Contractor’s obligations in respect of source
code to be delivered to Inmarsat shall be limited to delivery of a copy of such
source code.


 


Confidential


 


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APPENDIX 5:                   CONTRACT DOCUMENTATION LIST (CDRL)


 


PART A:       MANAGEMENT DOCUMENTS


 


	
  Item

  No.

  	
   

  	
  Description

  	
   

  	
  Submission

  Requirement

  	
   

  	
  Submission Criteria

  	
   

  	
  No of

  Copies

  	
   

  	
  Comments

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M1

  	
   

  	
  Programme Management Plan

  (PMP)

  	
   

  	
  At EDC+1 month,  plus updates
  as appropriate

  	
   

  	
  Approved at EDC

  + 1 month

  	
   

  	
  10

  	
   

  	
  Includes: Organisational Charts,

  Review Management Plan

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M2.

  	
   

  	
  Change Management Plan

  	
   

  	
  At EDC+1 month with PMP

  	
   

  	
  Approved at EDC

  + 1 month

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M3.

  	
   

  	
  Configuration and Data Management Plan

  	
   

  	
  At EDC+1 month with PMP

  	
   

  	
  Approved at EDC

  + 1 month

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M4.

  	
   

  	
  Spares Plan

  	
   

  	
  Preliminary at EDC, final at System PDR

  	
   

  	
  Approval at PDR

  	
   

  	
  10

  	
   

  	
  Part of the Hardware Matrix

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M5.

  	
   

  	
  Shipping, Transportation and Storage Plan

  	
   

  	
  System PDR

  	
   

  	
  Approval

  	
   

  	
  10

  	
   

  	
  Included in Test Plan

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M6.

  	
   

  	
  Weekly Progress Bulletin

  	
   

  	
  Weekly

  	
   

  	
  For information

  	
   

  	
  10

  	
   

  	
   

  



 


Confidential


 


A - 33

















 


	
  M7.

  	
   

  	
  Quarterly
  Progress Report

  	
   

  	
  Quarterly

  	
   

  	
  For
  Information

  	
   

  	
  10

  	
   

  	
  Includes:

  •  Action Item
  Status List  •  Summary Programme Schedule

  •  Critical Equipment Schedule
      Analysis

  •  Milestone and
  Invoice Payment     Status

  •  Milestone
  Payment Forecast

  •  Summary of key
  system level     budgets

  •  PA Status Report

  •  Mission/Operation
  status

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M8.

  	
   

  	
  Contract
  Change Notice (CCN)

  	
   

  	
  As
  required, or within 15 days of receipt of a Change Request (CR)

  	
   

  	
  Approval

  	
   

  	
  2

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M9.

  	
   

  	
  Hardware
  Matrix

  	
   

  	
  At
  EDC

  	
   

  	
  Approval

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M10

  	
   

  	
  Operations
  Support Plan

  	
   

  	
  At
  EDC

  	
   

  	
  Approval
  at CDR

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M11

  	
   

  	
  Training
  Plan

  	
   

  	
  PDR

  	
   

  	
  Approval
  at CDR

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M12

  	
   

  	
  Detailed
  Programme Schedules

  	
   

  	
  Regular
  Monthly Update

  	
   

  	
  For
  Information

  	
   

  	
   

  	
   

  	
   

  



 


Confidential


 


A - 34

















 


PART B:       ENGINEERING
DOCUMENTS


 


	
  Item

  No.

  	
   

  	
  Description

  	
   

  	
  Submission Requirement

  	
   

  	
  Submission Criteria

  	
   

  	
  No of

  Copies

  	
   

  	
  Comments

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E1.

  	
   

  	
  System Specifications

  	
   

  	
  Preliminary at EDC, final at PDR

  	
   

  	
  Approval at PDR

  	
   

  	
  10

  	
   

  	
  Includes EMC, Environmental and
  General Design and Interface specs and Design, Interface, Environmental &
  Test requirements

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E2.

  	
   

  	
  Design Verification Matrix

  	
   

  	
  Preliminary at System PDR  Final
  at System CDR

  	
   

  	
  Approval at CDR

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E3.

  	
   

  	
  Ground-Spacecraft Interface Document

  	
   

  	
  Preliminary at EDC, final at PDR excluding PCS final definition.  Final at EDC+9 months including PCS
  definition.

  	
   

  	
  Approval of final document.

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E4.

  	
   

  	
  Subsystem Specifications

  	
   

  	
  14 days before PDR’s, then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  This document is replaced by the
  following three documents:-

  1.  Satellite Design Specification

  

  2.  Interface and Performance
  Requirements, AOCS, Propulsion and Structure.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E5.

  	
   

  	
  Structural Design Requirements

  	
   

  	
  Draft within 3 months after EDC, then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E6.

  	
   

  	
  Mechanisms Design Requirements and Analysis Strategy

  	
   

  	
  Draft within 3 months after EDC, then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E7.

  	
   

  	
  Equipment Specifications

  	
   

  	
  14 days before PDR’s, then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  



 


Confidential


 


A - 35

















 


	
  E8.

  	
   

  	
  Design Review Data Packages

  	
   

  	
  14 days before PDR’s, CDR’s and FDR for major reviews, 14 days before
  equipment reviews

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E9.

  	
   

  	
  Stress, Fracture and Dynamic Analysis

  	
   

  	
  14 days before PDR’s, CDR’s and FDR, 15 days before equipment reviews

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E10.

  	
   

  	
  Antenna Pointing Error Analysis

  	
   

  	
  Appropriate design review data packages

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  Including Pointing Error Budget

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E11.

  	
   

  	
  Propellant Budget Analysis

  	
   

  	
  Update as new data becomes available

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  Included in Quarterly Progress Report

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E12.

  	
   

  	
  Mass Properties Analysis

  	
   

  	
  Update as new data becomes available

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  Included in Quarterly Progress Report

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E13.

  	
   

  	
  DC Power Budget Analysis

  	
   

  	
  Update as new data becomes available

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  Included in Quarterly Progress Report

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E14.

  	
   

  	
  Mission Analysis

  	
   

  	
  14 days before appropriate PDR, CDR and FDR

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E15.

  	
   

  	
  Electromagnetic Compatibility (EMC) Analysis

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E16.

  	
   

  	
  Radiation Effects Analysis (including Deep Charging analysis)

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E17.

  	
   

  	
  Spacecraft Charging Analysis

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E18.

  	
   

  	
  Spacecraft Contamination Analysis

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E19.

  	
   

  	
  Spacecraft Venting Analysis

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  



 


Confidential


 


A - 36

















 


	
  E20.

  	
   

  	
  Communications
  Subsystem Analyses

  	
   

  	
  Appropriate
  design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  Includes:

  •  Detailed budgets
  for all     Specification parameters

  •  PIM and Multipaction
      analysis

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E21.

  	
   

  	
  PIM Development and Test Plan

  	
   

  	
  14 days prior to System PDR, and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E22.

  	
   

  	
  Subsystem Analyses

  	
   

  	
  14 days prior to subsystem design reviews and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E23.

  	
   

  	
  Thermal Analysis

  	
   

  	
  14 days prior to PDR/CDRFDR then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E24.

  	
   

  	
  Mechanisms Analysis

  	
   

  	
  14 days prior to PDR/CDRFDR then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E25.

  	
   

  	
  EGSE and MGSE analyses

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E26.

  	
   

  	
  Worst Case Analysis

  	
   

  	
  14 days prior to appropriate CDR, and whenever updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E27.

  	
   

  	
  System Summary

  	
   

  	
  Preliminary at EDC, Update with System design review data packages

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E28.

  	
   

  	
  Mission Manual

  	
   

  	
  Outline at PDR, first issue at CDR and Final at FDR

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E29.

  	
   

  	
  Operations Requirement Handbooks

  	
   

  	
  Outline at PDR, First issue at CDR, Final issue at FDR. Regular
  updates as appropriate

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  Includes generic/heritage operation
  procedures

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E30.

  	
   

  	
  Fracture Control Plan

  	
   

  	
  Appropriate design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  



 


Confidential


 


A - 37

















 


	
  E31.

  	
   

  	
  Detailed Unit Level Design Description

  	
   

  	
  Appropriate design review data packages

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E32.

  	
   

  	
  Electrical Circuit Schematic Diagrams

  	
   

  	
  One year after delivery of F2

  	
   

  	
  Review

  	
   

  	
  1

  	
   

  	
  To include equivalent electrical
  diagrams as described in Section 8.2 of this SOW.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E33.

  	
   

  	
  Mechanical Drawings

  	
   

  	
  At appropriate Equipment or Subsystem CDR, updated as necessary

  	
   

  	
  Review

  	
   

  	
  1

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E34.

  	
   

  	
  Not used.

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E35.

  	
   

  	
  Satellite Data Book

  	
   

  	
  At spacecraft Pre-Ship Review

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
  Spacecraft specific calibration data,
  e.g. mass properties, alignment data etc. shall be provided; representative examples  6 months prior to Spacecraft Launch, final
  data before Launch.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E36.

  	
   

  	
  Satellite Telemetry and Telecommand Lists

  	
   

  	
  Draft at PDR, First Issues at CDR, Final at FDR

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E37.

  	
   

  	
  EGSE/MGSE Design Descriptions

  	
   

  	
  Design review data packages and whenever updated

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E38.

  	
   

  	
  Operations training course material

  	
   

  	
  2 weeks before course

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E39.

  	
   

  	
  Flight Softtware Requirements Document

  	
   

  	
  14 days before SRR, then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E40.

  	
   

  	
  Flight Software Architectural Design Document

  	
   

  	
  14 days before ADR(PDR), then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  E41.

  	
   

  	
  Flight
  Software Detailed Design Document

  	
   

  	
  14
  days before DDR(CDR), then as updated

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  



 


Confidential


 


A - 38

















 


TT&C SUITCASE SIMULATOR DOCUMENTATION


 


	
  S1.

  	
   

  	
  Suitcase Simulator Specifications

  	
   

  	
  PDR

  	
   

  	
  Approval

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  S2.

  	
   

  	
  Suitcase Simulator Mechanical and Electrical Drawings

  	
   

  	
  First issue CDR

  Final issue IPAT

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  S3.

  	
   

  	
  Suitcase Simulator Test Plan

  	
   

  	
  PDR

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  S4.

  	
   

  	
  Suitcase Simulator Test Report

  	
   

  	
  1 Month after testing completed

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  S5.

  	
   

  	
  Suitcase
  Simulator Operation and Maintenance Manual

  	
   

  	
  IPAT

  	
   

  	
  Review

  	
   

  	
  5

  



 


Confidential


 


A - 39

















 


PART C:       SPACECRAFT
TEST DOCUMENTS


 


	
  Item

  No.

  	
   

  	
  Description

  	
   

  	
  Submission Requirement

  	
   

  	
  Submission

  Criteria

  	
   

  	
  No of Copies

  	
   

  	
  Comments

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T1

  	
   

  	
  OverallTest
  Plan

  	
   

  	
  Final
  at EDC, updates 14 days prior to system design reviews

  	
   

  	
  Approved
  at EDC

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T2

  	
   

  	
  Detailed
  Test Requirements Specifications

  	
   

  	
  At
  appropiate system, sub-system and equipment PFR’s and CDR’s.

  	
   

  	
  Approval

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T3

  	
   

  	
  Equipment
  and Subsystem Test Plans and Procedures

  	
   

  	
  At
  Appropriate Equipment or Subsystem CDR

  	
   

  	
  Review

  	
   

  	
  3

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T4

  	
   

  	
  Equipment
  and Subsystem Test Reports

  	
   

  	
  At
  TRB

  	
   

  	
  Review

  	
   

  	
  3

  	
   

  	
  As-run
  data shall be presented at the TRB. Test report to be included in the EIDP.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T5

  	
   

  	
  Spacecraft
  Test Procedures

  	
   

  	
  Preliminary
  at System CDR, Final at System FDR

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
  To be
  included in the EIDP

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T6

  	
   

  	
  Spacecraft
  Test Reports

  	
   

  	
  At
  TRB

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
  As-run
  data shall be presented at the TRB. Test report to be included in the EIDP.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T7

  	
   

  	
  Launch
  Operation and Deployment Report

  	
   

  	
  Summary
  report within 1 month of completion

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T8

  	
   

  	
  Flight
  Software Test Plan

  	
   

  	
  Preliminary
  at FSW PDR (ADR), final at FSW CDR (DDR)

  	
   

  	
  Review

  	
   

  	
  10

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T9

  	
   

  	
  Flight
  Software Test Procedures

  	
   

  	
  FSW
  CDR (DDR) and whenever updated

  	
   

  	
  Review

  	
   

  	
  3

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T10

  	
   

  	
  Flight
  Software Test Report

  	
   

  	
  At
  FSW TRB

  	
   

  	
  Review

  	
   

  	
  3

  	
   

  	
   

  



 


Confidential


 


A - 40

















 


PART D:       PRODUCT
ASSURANCE DOCUMENTS


 


	
  Item

  No.

  	
   

  	
  Description

  	
   

  	
  Submission Requirement

  	
   

  	
  Submission Criteria

  	
   

  	
  No of

  Copies

  	
   

  	
  Comments

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P1

  	
   

  	
  Product
  Assurance Plan

  	
   

  	
  EDC,
  plus updates as appropriate

  	
   

  	
  Approved
  at EDC

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P2

  	
   

  	
  Qualification
  Status Report

  	
   

  	
  EDC,
  plus updates as appropriate

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P3

  	
   

  	
  Critical
  Items List

  	
   

  	
  Update
  for System Design Review Data Packages

  	
   

  	
  Approval

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P4

  	
   

  	
  Reliability
  Analysis

  	
   

  	
  Update
  for System Design Review Data Packages

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P5

  	
   

  	
  Parts
  Derating and Stress Analysis

  	
   

  	
  Preliminary
  at CDR Final at FDR

  	
   

  	
  Review

  	
   

  	
  3

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P6

  	
   

  	
  Parts
  Derating Exceptions

  	
   

  	
  As
  Issued

  	
   

  	
  Approval

  	
   

  	
  3

  	
   

  	
  Summary
  Listing required for system design reviews

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P7

  	
   

  	
  Failure
  Mode, Effects and Criticality Analysis (FMECA)

  	
   

  	
  Update
  for System Design Review Data Packages

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
  Also
  includes Failure Effects Summary

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P8

  	
   

  	
  Single
  Point Failure List

  	
   

  	
  Update
  for System Design Review Data Packages

  	
   

  	
  Approval

  	
   

  	
  5

  	
   

  	
  Single
  Point Failures are included in the Critical Items List and FMECA.  Preliminary copy provided for information
  at EDC.

  



 


Confidential


 


A - 41

















 


	
  P9

  	
   

  	
  Failure
  Notification

  	
   

  	
  Within
  24 hours of the occurrence except for sub-contractor failures which shall be
  notified within 24 hours of receipt of the occurence report.

  	
   

  	
  For
  Information

  	
   

  	
  1

  	
   

  	
  By
  Fax or Email

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P10

  	
   

  	
  Test
  Discrepancy Reports

  	
   

  	
  Within
  7 days of occurrence

  	
   

  	
  For
  Review

  	
   

  	
  2

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P11

  	
   

  	
  Failure
  Analysis Reports

  	
   

  	
  As
  required

  	
   

  	
  For
  Review

  	
   

  	
  2

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P12

  	
   

  	
  Authorised
  Materials and Processes List

  	
   

  	
  PDR

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P13

  	
   

  	
  Non-Conformance/Failure
  Status Report

  	
   

  	
  Monthly

  	
   

  	
  For
  Information

  	
   

  	
   

  	
   

  	
  To be
  included in Monthly Progress Reports

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P14

  	
   

  	
  Audit
  Results

  	
   

  	
  Upon
  Request

  	
   

  	
  For
  Information

  	
   

  	
  1

  	
   

  	
  Also
  includes Sub-contractor audits

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P15

  	
   

  	
  MIP
  Plan

  	
   

  	
  CDR

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P16

  	
   

  	
  End
  Item Data Package

  	
   

  	
  Upon
  Delivery

  	
   

  	
  Review

  	
   

  	
  1

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P17

  	
   

  	
  Non-Conformance
  Report

  	
   

  	
  As
  Issued

  	
   

  	
  Review

  	
   

  	
  2

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P18

  	
   

  	
  Approved
  Parts List

  	
   

  	
  As
  issued

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P19

  	
   

  	
  Declared
  Parts List

  	
   

  	
  PDR,
  CDR and FDR

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P20

  	
   

  	
  Declared
  Materials and Processes List

  	
   

  	
  PDR,
  CDR and FDR

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  



 


Confidential


 


A - 42

















 


	
  P21

  	
   

  	
  SubContractor
  PA Plans

  	
   

  	
  As
  Received

  	
   

  	
  Review

  	
   

  	
  1

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  P22

  	
   

  	
  Software
  Quality Plan

  	
   

  	
  Within
  2 months following EDC

  	
   

  	
  Approval

  	
   

  	
  5

  



 


Confidential


 


A - 43

















 


PART E: DYNAMIC SIMULATOR SOFTWARE


 




	
  D1

  	
   

  	
  DSS
  Software Requirements Specification

  	
   

  	
  PDR

  	
   

  	
  Approval

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  D3

  	
   

  	
  DSS
  Detailed Design Document

  	
   

  	
  CDR

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  D6

  	
   

  	
  DSS
  Test Report

  	
   

  	
  1
  Month after testing completed

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  D7

  	
   

  	
  DSS
  Users Manual

  	
   

  	
  IPAT

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  D8

  	
   

  	
  Software
  simulator source code and supporting documentation

  	
   

  	
  After
  OSAT

  	
   

  	
  Review

  	
   

  	
  5

  






 


Confidential


 


A - 44

















 


PART F: PAYLOAD CONTROL SYSTEM (PCS) DOCUMENTATION


 


	
  F1

  	
   

  	
  PCS Requirements Specification including Draft ICD and hardware interface
  freeze.

  	
   

  	
  EDC ****

  	
   

  	
  Approval

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F2

  	
   

  	
  PCS Preliminary Design Document (including software Architectural
  Design Document and Draft Hardware System Manual)

  	
   

  	
  EDC ****

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F3

  	
   

  	
  PCS Detailed Design Document (including Software Detailed Design
  Document, Final Hardware System Manual and Final ICD)

  	
   

  	
  EDC ****

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F4

  	
   

  	
  PCS Test Plans

  	
   

  	
  Draft at EDC ****, EDC ****

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F5

  	
   

  	
  PCS Test Procedures

  	
   

  	
  EDC ****

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F6

  	
   

  	
  PCS Test Report

  	
   

  	
  1 month after testing completed

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F7

  	
   

  	
  PCS Operations and Maintenance Procedures

  	
   

  	
  Factory Acceptance

  	
   

  	
  Review

  	
   

  	
  5

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F8

  	
   

  	
  PCS User’s Handbook (including schematics)

  	
   

  	
  14 days prior to delivery

  	
   

  	
  Approval

  	
   

  	
  5

  	
   

  	
  Including source code

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  F9

  	
   

  	
  Final Interface Control Document

  	
   

  	
  EDC ****

  	
   

  	
  Approval

  	
   

  	
  5

  	
   

  	
   

  



 


Confidential


 


A - 45

















 


PART G: LEOP AND STATION-KEEPING FLIGHT CONTROL
SOFTWARE DOCUMENTATION


 


	
  G1.

  	
   

  	
  Flight Control Software Requirements
  Specification

  	
   

  	
  Software PDR

  	
   

  	
  Approval

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  G2.

  	
   

  	
  Detailed Design Document

  	
   

  	
  Software CDR

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  G3.

  	
   

  	
  Test Plans

  	
   

  	
  Draft at PDR, final at CDR

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  G4.

  	
   

  	
  Test Procedures

  	
   

  	
  Software CDR

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  G5.

  	
   

  	
  Test Report

  	
   

  	
  1 month after testing completed

  	
   

  	
  Review

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  G6.

  	
   

  	
  Flight Control Software source code
  and supporting documentation.

  	
   

  	
  After IPAT

  	
   

  	
  Approval

  	
   

  	
  5

  



 


Confidential


 


A - 46

















 


APPENDIX 6:      UNRESTRICTED
DELIVERABLE DATA


 


All documents defined in the CDRL (Appendix
5) shall have no restrictions in terms of Inmarsat’s rights in Intellectual
property as defined in Article 13 to this contract with the exception of the
categories of documents defined in Table A6.1. 
Within these categories, any restrictions shall apply only to specific
data or analysis related to identified subcontractors.  Any such restricted data shall be defined by
the Contractor by PDR for Inmarsat approval.


 


Table A6.1


 




	
  Item

  No.

  	
   

  	
  Description

  
	
  E7

  	
   

  	
  Equipment Specifications (tbc)

  
	
   

  	
   

  	
   

  
	
  E8

  	
   

  	
  Design Review Data Packages

  
	
   

  	
   

  	
   

  
	
  E9

  	
   

  	
  Stress, Fracture and Dynamic Analysis

  
	
   

  	
   

  	
   

  
	
  E17

  	
   

  	
  Spacecraft Charging Analysis

  
	
   

  	
   

  	
   

  
	
  E21

  	
   

  	
  PIM Development and Test Plan

  
	
   

  	
   

  	
   

  
	
  E22

  	
   

  	
  Subsystem Analyses

  
	
   

  	
   

  	
   

  
	
  E23

  	
   

  	
  Thermal Analysis

  
	
   

  	
   

  	
   

  
	
  E24

  	
   

  	
  Mechanisms Analysis

  
	
   

  	
   

  	
   

  
	
  E26

  	
   

  	
  Worst Case Analysis

  
	
   

  	
   

  	
   

  
	
  E31

  	
   

  	
  Detailed Unit Level Design Description

  
	
   

  	
   

  	
   

  
	
  E32

  	
   

  	
  Electrical Circuit Schematic Diagrams

  
	
   

  	
   

  	
   

  
	
  E33

  	
   

  	
  Mechanical Drawings

  
	
   

  	
   

  	
   

  
	
  T3

  	
   

  	
  Equipment
  and Subsystem Test Plans and Procedures

  
	
   

  	
   

  	
   

  
	
  P11

  	
   

  	
  Failure
  Analysis Reports

  
	
   

  	
   

  	
   

  
	
  P14

  	
   

  	
  Audit
  Results

  






 


Confidential


 


A - 47

















Inmarsat 4


 


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX B – TECHNICAL
SPECIFICATIONS AND


OPERATIONAL REQUIREMENTS


 


 


 


****


 


Confidential


 


B - 1

















 


Inmarsat 4


 


 


SPACE SEGMENT


 


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX C – PRICE BREAKDOWN


 


 


****


 


Confidential


 


B - 2

















 


Inmarsat 4


 


 


SPACE SEGMENT


 


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX D – PAYMENT PLAN


 


 


****


 


Confidential


 


B - 3

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX E – PERFORMANCE
ALGORITHM


 


Confidential


 


E - 1

















 


SPACECRAFT PERFORMANCE INCENTIVE
ALGORITHM


 


The Spacecraft Performance Incentive Factor
used for the calculation of payment of in-orbit incentives is ****, which are
calculated as follows:


 


1.     L-Band Performance Incentive Factor


 


	
  Parameter

  	
   

  	
  Scale

  	
   

  	
  L-Band Performance ***

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  1.  L-Band EIRP

  	
   

  	
  dBW

  	
   

  	
  0

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  2.  L-Band Rx Isolation

  	
   

  	
  dB

  	
   

  	
  0

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  3.  L-Band G/T

  	
   

  	
  dB/K

  	
   

  	
  0

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  4.  L-Band Tx Isolation

  	
   

  	
  dB

  	
   

  	
  0

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  5.  Number of Channels

  	
   

  	
  Numeric

  	
   

  	
  N

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  



 


Where N is given by the following table:


 




	
  Quarters after In Orbit

  Acceptance

  	
   

  	
  N

  	
   

  
	
  0

  	
   

  	
  ****

  	
   

  
	
  1 - 28

  	
   

  	
  ****

  	
   

  
	
  29

  	
   

  	
  ****

  	
   

  
	
  30

  	
   

  	
  ****

  	
   

  
	
  31

  	
   

  	
  ****

  	
   

  
	
  32

  	
   

  	
  ****

  	
   

  
	
  33

  	
   

  	
  ****

  	
   

  
	
  34

  	
   

  	
  ****

  	
   

  
	
  35

  	
   

  	
  ****

  	
   

  
	
  36

  	
   

  	
  ****

  	
   

  
	
  37

  	
   

  	
  ****

  	
   

  
	
  38

  	
   

  	
  ****

  	
   

  
	
  39

  	
   

  	
  ****

  	
   

  
	
  40

  	
   

  	
  ****

  	
   

  
















****


 


Confidential


 


E - 2

















 


L-Band
Performance Incentive Factor = ****


 


Confidential


 


E - 3

















 


2.     C-Band Performance Incentive Factor


 


	
  Parameter

  	
   

  	
  Scale

  	
   

  	
  C-Band Performance Factor

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  1.  C-Band EIRP

  	
   

  	
  dBW

  	
   

  	
  0

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  2.  C-Band G/T

  	
   

  	
  dB/K

  	
   

  	
  0

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  
	
  3.  Number of Channels

  	
   

  	
  Numeric

  	
   

  	
  N

  	
   

  	
  ****

  	
   

  	
  ****

  	
   

  



 


Where N is
given by the above table.


 


The C-Band Performance Factor is ****.


 


C-Band
Performance Incentive Factor = ****


 


****


 


The Spacecraft Performance Incentive Factor
determines the percentage of performance incentives earned in any quarter, based
on the lowest value for the Spacecraft Performance Incentive Factor in that
quarter.


 


The Spacecraft Performance Incentive Factor
shall be determined on a quarterly basis, using measurements and analysis
supplied by Inmarsat to the Contractor. 
The Contractor shall be given the opportunity to review and
independently validate such data on test measurements, tolerances and setup
characteristics and to recommend alterations to operational procedures.


 


Should Inmarsat elect not to make
measurements, the Spacecraft Performance Incentive Factor in respect of any
parameter shall be deemed to be 100 %.


 


In determining Satisfactory Performance, no
account shall be taken of any period of unavailability that is:


 


a)              attributable to Satellite operator error, payload reconfiguration
for business purposes or station change maneuvers; or


 


b)             less than one one-hundredth percent (0.01%) outage per quarter; or


 


c)              attributable to communications link fading due to external causes;
or


 


d)             extraneous events outside of the control of the contractor; or


 


e)              attributable to earth station sun blinding.


 


Confidential


 


E - 4

















Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX F – TERMINATION LIABILITY PROFILE


 


 


****


 


Confidential


 


F - 5

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX G – GOVERNMENTAL AUTHORISATIONS


 


Confidential


 


G - 1

















 


Part A


 


INMARSAT 4 ITEMS REQUIRING TAA’s


 


	
  Equipment

  	
   

  	
  US
  content

  	
   

  	
  US
  supplier

  	
   

  	
  TAA
  Status

  	
   

  	
  TAA
  Need Date

  
	
  L band Reflector

  	
   

  	
  All

  	
   

  	
  TRW-Astro or Harris

  	
   

  	
  a)   TRW-Astro
  : Current EAST TAA, extended until ****, allows technical communication with
  MMS ; shall be amended to cover Inmarsat 4



  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  b)   Harris :
  applied for a TAA covering Inmarsat 4, currently under DoS review

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  L band Inet

  	
   

  	
  All

  	
   

  	
  Anaren

  	
   

  	
  TAA text is
  drafted for Inmarsat 4, and will have to be submitted to DoS, in****.

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Caribou

  	
   

  	
  ASIC

  	
   

  	
  Mikrotonix

  	
   

  	
  MoA and TAA
  texts are currently drafted for NI Alpha programme, before being sent to US
  DoS and NSA for review and approval, 
  ****. NSA has been informed of the upcoming request for Inmarsat 4,
  which implies the submittal of documents very similar to NI Alpha ones.

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Battery

  	
   

  	
  NiH2 5.5” battery cells

  	
   

  	
  HSC

  	
   

  	
  A revised TAA
  text has been submitted recently by HSC to DoS, and has been approved by DoS
  on ****.

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Embedded heat pipes

  	
   

  	
  All

  	
   

  	
  Swales

  	
   

  	
  TAA & MLA
  approved by DoS ****.

  	
   

  	
  ****

  



 


Confidential


 


G - 2

















 


Part B


 


INMARSAT 4 ITEMS REQUIRING EXPORT LICENSES


 


1. Payload items 


 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  L band Reflector

  	
   

  	
  All

  	
   

  	
  TRW-Astro or Harris

  	
   

  	
  Supplier not
  yet selected Export License not yet requested

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  L band Inet

  	
   

  	
  All

  	
   

  	
  Anaren

  	
   

  	
  Supplier not
  yet selected Export License not yet requested

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Digital Signal Processor MMS UK

  	
   

  	
  Asics

  	
   

  	
  Honeywell

  	
   

  	
  Design data
  accessible, since the design software is not ITAR controlled. The ASIC itself
  will be radhard, and will be ITAR controlled.  Honeywell to request the export license in****

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 3

















 


2. Thermal control items


 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  Embedded heat pipes

  	
   

  	
  all

  	
   

  	
  Swales

  	
   

  	
  Current
  deliveries are made under a generic telecom export license, presently under
  review at DoS, which is applicable to Inmarsat 4 hardware. No need for new
  export license identified.

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Surface heat pipes

  	
   

  	
  all

  	
   

  	
  Dynatherm

  	
   

  	
  Export license
  or Warehouse Distribution Agreement for new Purchase Order will be requested
  at Purchase Order time, currently scheduled in ****.

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 4

















 


3. Propulsion items


 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  Pressurant tank

  	
   

  	
  all

  	
   

  	
  Arde

  	
   

  	
  Current export
  license covers qualification programme and first two tanks (for NI Alpha) ;
  will expire in****. It is valid only for MMS UK, and has to be amended
  through a programme General Communication, to give access to MMS Fr and
  Inmarsat 4 experts.

  

  Export license or Warehouse Distribution Agreement for new Purchase Order
  will be requested at Purchase Order time, currently scheduled in ****.

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  LAE

  	
   

  	
  all

  	
   

  	
  Kaiser Marquardt

  	
   

  	
  Current export
  license covers CDR and qualification programme. It is valid only for MMS UK,
  and has to be amended through a programme General Communication, to give
  access to MMS Fr and Inmarsat 4 experts.

  

  Export license or Warehouse Distribution Agreement for new Purchase Order
  will be requested at Purchase Order time, currently scheduled in ***.

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 5

















 


	
  Equipment

  	
   

  	
  US contents

  	
   

  	
  US Supplier

  	
   

  	
  Export License
  Status

  	
   

  	
  First Item
  Delivery

  Date

  	
   

  	
  Export License
  Target

  
	
  RCT valves

  	
   

  	
  all

  	
   

  	
  Moog

  	
   

  	
  Export license
  or Warehouse Distribution Agreement for new Purchase Order will be requested
  at Purchase Order time, currently scheduled in May 2000

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Latch valves

  	
   

  	
  all

  	
   

  	
  Moog

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Pyro valves

  	
   

  	
  all

  	
   

  	
  Moog

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Pyro Initiators

  	
   

  	
  all

  	
   

  	
  HiShear

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Pressure transducers

  	
   

  	
  all

  	
   

  	
  Gulton Statham

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Pressure regulators

  	
   

  	
  all

  	
   

  	
  Standford Mu

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 6

















 


4. Service Module Electronics


 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  MPIU MMS F

  	
   

  	
  MOSFET 2N7381 MOSFET 2N7268

  	
   

  	
  International Rectifier

  	
   

  	
  Exchange of
  information covered by current contract

  

  Current stock is covered by an Eurostar generic license and may cover
  Inmarsat 4 needs (assessment ongoing). Export license (or Warehouse
  Distribution Agreement : WDA) for new Purchase Order will be requested at
  Purchase Order time.

  

  Current Rad-hard SRAM memories from Honeywell will be replaced for flight
  models by non rad hard memories from White Microelectronics/USA, for which TAA
  and export licenses are not needed.

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  SCU MMS F

  	
   

  	
  MOSFET 2N7381

  	
   

  	
  International Rectifier

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  ADE4 MMS F

  	
   

  	
  MOSFET 2N7381 MOSFET 2N7268

  	
   

  	
  International Rectifier

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  PSR MMS F

  	
   

  	
  MOSFET 2N7268

  	
   

  	
  International Rectifier

  	
   

  	
  As above

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 7

















 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  Caribou

  	
   

  	
  ASIC

  	
   

  	
  Mikrotonix

  	
   

  	
  The Centurion
  ASIC which emulates the Caribou interface and is needed to validate the
  interfaces and operation with the SCU has to be covered by an export license.

  

  The Caribou ASIC cannot be formally exported ; it will be installed on the
  spacecraft just before launch under tight NSA control, wherever the location.
  No export license.

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 8

















 


5.
Power items


 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  Battery cells

  	
   

  	
  NiH2 5.5” battery cells

  	
   

  	
  HSC

  	
   

  	
  Export license
  for the cells will be requested at Purchase Order time, currently scheduled
  in May 2000

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Solar Array DSS

  	
   

  	
  Release device GaAs/Ge cells

  	
   

  	
  Pyro Alliance Spectrolab

  	
   

  	
  Export license
  will be requested by DSS at purchase Order time, currently scheduled in ****

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 9

















 


6.
ADCS Sensors


 


	
  Equipment

  	
   

  	
  US
  contents

  	
   

  	
  US
  Supplier

  	
   

  	
  Export
  License Status

  	
   

  	
  First
  Item Delivery

  Date

  	
   

  	
  Export
  License Target

  
	
  MAIA DTG MMS F

  	
   

  	
  Gyro

  	
   

  	
  Condor

  	
   

  	
  Current stock
  at MMS is covered by an export license and a DSP83.

  

  Generic export license for new Purchase Order will be requested at Purchase
  Order time.

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  IRES SODERN

  	
   

  	
  Bolometers

  	
   

  	
  Servo

  	
   

  	
  Current stock
  at MMS was delivered before **** and is not ITAR controlled.

  

  Generic export license or Warehouse Distribution Agreement for new Purchase
  Order will be requested at Purchase Order time.

  	
   

  	
  ****

  	
   

  	
  ****

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BASS sensor MMS F

  	
   

  	
  Optics

  	
   

  	
  UDT

  	
   

  	
  Current stock
  at MMS was delivered before **** and is not ITAR controlled.

  

  Generic export license or Warehouse Distribution Agreement for new Purchase
  Order will be requested at Purchase Order time.

  	
   

  	
  ****

  	
   

  	
  ****

  



 


Confidential


 


G - 10

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX H – KEY PERSONNEL


 


Confidential


 


H - 1

















 


KEY PERSONNEL


 


This
section provides the resumes of the key personnel assigned to form the
Program Management Office (PMO).


 


The list of the
PMO members is as follows:


 


 


	
  PROGRAMME
  DIRECTOR

  	
   

  	
  :

  	
   

  	
  Michel LE
  MOINE

  
	
  CONTRACT
  OFFICER

  	
   

  	
  :

  	
   

  	
  Gaetan MARTIN

  
	
  SYSTEM ENGINEERING
  MANAGER

  	
   

  	
  :

  	
   

  	
  Pierre-François
  DELVAL

  
	
  PAYLOAD
  MANAGER

  	
   

  	
  :

  	
   

  	
  Mark MALLISON

  
	
  SPACECRAFT
  PROCESS MANAGER

  	
   

  	
  :

  	
   

  	
  Patrick ROVET

  
	
  PRODUCT
  ASSURANCE MANAGER

  	
   

  	
  :

  	
   

  	
  Gilles RICHARD

  
	
  AIT MANAGER

  	
   

  	
  :

  	
   

  	
  Eric ROUCHOUSE

  
	
  EUROSTAR
  PRODUCT MANAGER

  	
   

  	
  :

  	
   

  	
  Charles DAGRAS

  
	
  PROJECT
  CONTROL

  	
   

  	
  :

  	
   

  	
  Abdel
  MARRAKCHI  (acting)

  
	
  PAYLOAD
  PROCUREMENT MANAGER

  	
   

  	
  :

  	
   

  	
  Eric
  D’ANDRIMONT

  
	
  FEED
  PROCUREMENT MANAGER

  	
   

  	
  :

  	
   

  	
  to be advised

  
	
  DEPLOYABLE
  REFLECTOR PROC MANAGER

  	
   

  	
  :

  	
   

  	
  to be advised

  



 


RESPONSIBLE
OFFICERS, KEY PRODUCTS (MMS)


 


	
  -SSPAs

  	
   

  	
  :

  	
   

  	
  Alan COX

  
	
  -DSP

  	
   

  	
  :

  	
   

  	
  Justin BYRNE

  
	
  -FGU

  	
   

  	
  :

  	
   

  	
  Steve PARKER

  



 


Confidential


 


H - 2

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX I – KEY SUBCONTRACTORS


 


Confidential


 


I - 1

















 


	
   

  	
   

  	
  Equipment

  	
   

  	
  Subcontractor

  
	
  1

  	
   

  	
  Deployable Reflector

  	
   

  	
  Harris Corporation

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  2

  	
   

  	
  L Band Feed Assembly

  	
   

  	
  EMS

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  3

  	
   

  	
  Digital Signal Processor ASIC’s

  	
   

  	
  Honeywell

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  4

  	
   

  	
  Digital Signal Processor MCM’s

  	
   

  	
  Kyocera

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  5

  	
   

  	
  L band SSPA’s

  	
   

  	
  MMS*

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  6

  	
   

  	
  C band HPA’s

  	
   

  	
  Bosch Telecom

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7

  	
   

  	
  L band Pre and Post processing chains

  	
   

  	
  ASN

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8

  	
   

  	
  C band upconverters and downconverters

  	
   

  	
  ASN

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  9

  	
   

  	
  L band INET

  	
   

  	
  Anaren

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  10

  	
   

  	
  L band LNA’s

  	
   

  	
  MMS*

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  11

  	
   

  	
  Solar Arrays

  	
   

  	
  DASA

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  12

  	
   

  	
  Liquid Apogee Engine

  	
   

  	
  Marquardt

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  13

  	
   

  	
  Battery Cells

  	
   

  	
  Hughes Space & Comms

  



 












* to be confirmed


 


Confidential


 


I - 2

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX J – OVERALL TEST PLAN


 


 


****


 


Confidential


 


J - 1

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX K – PRODUCT ASSURANCE PLAN


 


 


****


 

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX L – RADIATION ENVIRONMENT


 


 


****


 

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX M – PRICE BREAKDOWN FOR OPTIONAL SPACECRAFT


 


 


****


 

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX N – PAYMENT PLAN FOR OPTIONAL SPACECRAFT


 


 


****


 

















 


Inmarsat 4


 


SPACE SEGMENT


 


CONTRACT INM-CO/00-2524/lt


 


ANNEX O – PRICE BREAKDOWN AND PAYMENT PLAN FOR OPTIONS


 


 


****