WITH
CLAUSE 3.1(A) (PAYMENTS TO THE SUPPLIER), 3.1(B) (REIMBURSEMENT TO THE BORROWER)
AND 3.2(A) (PAYMENTS TO THE LAUNCH SERVICES PROVIDER), THE SUPPLIER AND/OR THE
LAUNCH SERVICES PROVIDER (AS THE CASE MAY BE) HAS DELIVERED TO THE COFACE AGENT
A QUALIFYING CERTIFICATE, WHICH:
(I)
CONFORMS TO THE AMOUNT AND PAYMENT
TIMING SPECIFIED IN THE RELEVANT UTILISATION REQUEST; AND
(II)
TO THE EXTENT APPLICABLE, SPECIFIES
WHETHER SUCH LOAN IS TO BE APPLIED IN PAYMENT:
(A)
OF A PORTION OF THE CONTRACT PRICE DIRECTLY TO
THE SUPPLIER OR THE LAUNCH SERVICES PROVIDER (AS THE CASE MAY BE); OR
(B)
BY REIMBURSEMENT TO THE BORROWER TO THE
ACCOUNT DIRECTED BY THE BORROWER IN THE UTILISATION REQUEST OF ANY PORTION OF
THE CONTRACT PRICE PAID BY THE BORROWER TO THE SUPPLIER OR THE LAUNCH SERVICES
PROVIDER (AS THE CASE MAY BE);
(I)
A CERTIFICATE FROM A RESPONSIBLE OFFICER
CERTIFYING THAT EACH OF THE EIGHT (8) SATELLITES REFERRED TO IN SCHEDULE 16
(SATELLITES) HAS BEEN LAUNCHED, IS IN-SERVICE AND IS FULLY OPERATIONAL (IN FORM
AND SUBSTANCE SATISFACTORY TO THE COFACE AGENT); AND
(J)
THE CONDITIONS IN CLAUSE 5 (UTILISATION)
HAVE BEEN FULFILLED.
THE COFACE AGENT SHALL NOTIFY THE BORROWER AND THE LENDERS PROMPTLY UPON BEING
SO SATISFIED.
4.3
CONDITIONS PRECEDENT TO CERTAIN UTILISATIONS
The Lenders will only be obliged to comply with Clause 5.6 (Lenders'
Participation) if on the date of the Utilisation Request and on the proposed
Utilisation Date:
(A)
NO LATER THAN ONE HUNDRED AND TWENTY
(120) DAYS PRIOR TO THE FIRST DAY OF THE SCHEDULED LAUNCH PERIOD, THE COFACE
AGENT SHALL HAVE RECEIVED THE DRAFTS OF THE LAUNCH INSURANCE DOCUMENTATION, IN
COMPLIANCE WITH THE PROVISIONS OF CLAUSE 21.4 (INSURANCE) AND IN FORM AND
SUBSTANCE SATISFACTORY TO THE COFACE AGENT; AND
(B)
NO LATER THAN NINETY (90) DAYS PRIOR TO EACH
SCHEDULED LAUNCH DATE, THE BORROWER SHALL HAVE DELIVERED TO THE COFACE AGENT THE
LAUNCH INSURANCE DOCUMENTATION DULY EXECUTED BY EACH PARTY THERETO TOGETHER
WITH:
(I)
THE LOSS PAYEE CLAUSE;
52
(II)
EACH CERTIFICATE IN RESPECT OF THE LAUNCH
INSURANCE DOCUMENTATION REFERRED TO IN CLAUSE 21.4(C)(II) (LAUNCH INSURANCE);
AND
(III)
EVIDENCE THAT ALL PREMIA DUE AT THAT TIME
HAS BEEN PAID IN FULL IN COMPLIANCE WITH CLAUSE 21.4(C)(II) (LAUNCH INSURANCE)
AND IN FORM AND SUBSTANCE SATISFACTORY TO THE COFACE AGENT.
4.4
FAILURE TO SATISFY CONDITIONS PRECEDENT
(A)
THE BORROWER AGREES THAT ALL THE INITIAL
CONDITIONS PRECEDENT REFERRED TO IN CLAUSE 4.1 (INITIAL CONDITIONS PRECEDENT)
MUST BE FULFILLED WITHIN SIXTY (60) DAYS OF THE DATE OF THIS AGREEMENT.
(B)
SUBJECT TO PARAGRAPH (C) BELOW, IF THE
BORROWER IS UNABLE TO FULFIL ANY SUCH CONDITIONS PRECEDENT WITHIN SUCH SIXTY
(60) DAY TIME PERIOD, EACH LENDER'S COMMITMENT SHALL BE IMMEDIATELY CANCELLED
AND EACH LENDER SHALL HAVE NO FURTHER OBLIGATIONS UNDER THIS AGREEMENT.
(C)
EACH LENDER'S COMMITMENT SHALL NOT BE
CANCELLED PURSUANT TO PARAGRAPH (B) ABOVE IF EACH OF THE INITIAL CONDITIONS
PRECEDENT HAS BEEN SATISFIED BY THE BORROWER EXCEPT FOR THE CONDITION PRECEDENT
REFERRED TO IN PARAGRAPH 8 (COFACE INSURANCE POLICY) OF SCHEDULE 2 (CONDITIONS
PRECEDENT)