"COMPANY" SHALL MEAN BOTH THE COMPANY AND ANY SUCH
SUCCESSOR THAT ASSUMES AND AGREES TO PERFORM THIS AMENDED AGREEMENT BY OPERATION
OF LAW OR OTHERWISE.
(E)
IF ANY PROVISION OF THIS AMENDED AGREEMENT OR PORTION THEREOF IS SO BROAD,
IN SCOPE OR DURATION, SO AS TO BE UNENFORCEABLE, SUCH PROVISION OR PORTION
THEREOF SHALL BE INTERPRETED TO BE ONLY SO BROAD AS IS ENFORCEABLE.
(F)
THE COMPANY MAY WITHHOLD FROM ANY AMOUNTS PAYABLE TO THE EMPLOYEE
HEREUNDER ALL AMOUNTS DUE FROM THE EMPLOYEE TO THE COMPANY AND ALL TAXES AND
OTHER AMOUNTS THAT THE COMPANY MAY REASONABLY DETERMINE ARE REQUIRED TO BE
WITHHELD PURSUANT TO ANY APPLICABLE LAW OR REGULATION.
(G)
THIS AMENDED AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE NETHERLANDS, WITHOUT REFERENCE TO ITS PRINCIPLES OF
CONFLICTS OF LAW. AT THE COMPANY'S REQUEST AND SUBJECT TO THE COMPANY'S
COMPLIANCE WITH SECTION 4 OF THIS AMENDED AGREEMENT, EMPLOYEE AGREES TO TAKE ALL
STEPS NECESSARY OR APPROPRIATE, INCLUDING WITHOUT LIMITATION TO EXECUTE ALL
NECESSARY OR APPROPRIATE DOCUMENTATION, TO TERMINATE THIS AMENDED AGREEMENT AS
OF THE END OF THE MINIMUM STATUTORY NOTICE PERIOD ON THE TERMS AND CONDITIONS
SET FORTH IN THIS AMENDED AGREEMENT, BY DISSOLUTION BY THE DISTRICT COURT,
CANTONAL DIVISION, LOCATION THE HAGUE.
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(H)
NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT TO THE CONTRARY, ANY
PAYMENT OTHERWISE REQUIRED TO BE MADE HEREUNDER TO THE EMPLOYEE AT ANY DATE AS A
RESULT OF THE TERMINATION OF THE EMPLOYEE'S EMPLOYMENT HEREUNDER SHALL BE
DELAYED FOR SUCH PERIOD OF TIME AS MAY BE NECESSARY TO MEET THE REQUIREMENTS OF
SECTION 409A(A)(2)(B)(I) OF THE CODE. ON THE EARLIEST DATE ON WHICH SUCH
PAYMENTS CAN BE MADE WITHOUT VIOLATING THE REQUIREMENTS OF
SECTION 409A(A)(2)(B)(I) OF THE CODE, THERE SHALL BE PAID TO EMPLOYEE (OR IF
EMPLOYEE HAS DIED, TO HIS ESTATE), IN A SINGLE CASH LUMP SUM, AN AMOUNT EQUAL TO
THE AGGREGATE AMOUNT OF ALL PAYMENTS DELAYED PURSUANT TO THE PRECEDING SENTENCE.
(I)
THIS AMENDED AGREEMENT MAY BE EXECUTED IN SEVERAL COUNTERPARTS, EACH OF
WHICH SHALL BE DEEMED AN ORIGINAL, BUT ALL OF WHICH SHALL CONSTITUTE ONE AND THE
SAME INSTRUMENT.
(J)
THE HEADINGS IN THIS AMENDED AGREEMENT ARE INSERTED FOR CONVENIENCE OF
REFERENCE ONLY AND SHALL NOT BE A PART OF OR CONTROL OR AFFECT THE MEANING OF
ANY PROVISION HEREOF.
IN WITNESS WHEREOF, the parties have executed this Amended Agreement, as of the
date first written above.
NEW SKIES SATELLITES B.V.
/s/ Daniel S. Goldberg
Daniel S. Goldberg
Chief Executive Officer
/s/ Scott J. Sprague
Scott J. Sprague
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