Common use of Payment Milestone Clause in Contracts

Payment Milestone. This activity will result in two (2) additional milestones: FOIA CONFIDENTIAL TREATMENT REQUESTED Milestone #160 – [**Redacted**]—$600,000 —testing complete Expected completion: July 2013 Milestone #161[**Redacted**]—$82,000—shall be billable when all testing, analysis, thermal model updates, final model delivery, Consent to break review, and delivery of technical documentation, as is described in the proposal, has been done. Expected completion date: September 2013 SUMMARY The value for this ECP is a [**Redacted**] of $682,000, outlined in the following table: Change# Change Description $ 024 [**Redacted**] Phase 2 $ 682,000.00 TOTAL $ 682,000.00 Contract Value Summary Previous Contract Value $ 169,047,033.00 ECP $ 682,000.00 New Contract Value $ 169,729,033.00 Unless otherwise expressly provided herein, all other terms and conditions of the Agreement shall remain in full force and effect. This Modification No. 24 is hereby executed and agreed to by DigitalGlobe and Contractor and shall be binding and effective as of the last date executed below. Signature Signature [**Redacted**] ▇▇▇▇▇ ▇▇▇▇ Name Name [**Redacted**] V.P. Space Systems Title Title May 16, 2013 May 14, 2013 Date Date FOIA CONFIDENTIAL TREATMENT REQUESTED ITT Exelis Proposal 12-504 – [**Redacted**] Proposal January 21st, 2013 FOIA CONFIDENTIAL TREATMENT REQUESTED [**Redacted**] Contract Manager ITT Space Systems, LLC ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ [**Redacted**] [**Redacted**] [**Redacted**] January 21, 2013 DigitalGlobe, Inc. Sent via e-mail to: Subject: Proposal12-504- [**Redacted**] Proposal Revised 1/18/2013 Reference: [**Redacted**] Statement of Work (SOW) dated 1/18/2013 Dear ▇▇▇: ITT Space Systems, LLC, a subsidiary of Exelis, Inc. (Exelis) is pleased to submit this [**Redacted**] proposal associated with the [**Redacted**]. This revision incorporates a rewritten statement of work entitled [**Redacted**] dated 1/18/2013, and reduces the price of Phase 2 commensurate with the reduction in test duration. The revised SOW is based on the SOW delivered to Exelis by DigitalGlobe on 1/14/2013. To facilitate your review, updates made to the DG document by Exelis have been highlighted in blue font. The SOW includes a schedule integrating [**Redacted**]. This schedule demonstrates [**Redacted**] of slack against the [**Redacted**] original contract delivery date. Contract [**Redacted**]—$1,600,000 Phase 1—$918,000 Phase 2—$ 682,000 Phase 1 of this effort starts at Authorization to Proceed, assumed on January 21, 2013, and includes all planning, design, material procurements, procedures, scripting, manufacturing instructions, and pre-test thermal modeling and analysis. Phase 1 also includes delivery of the [**Redacted**] and the Test Plan Review meeting with DigitalGlobe. Phase 2 of this effort, assumed to start on April 18th 2013, includes shipping, [**Redacted**]. Phase 2 also includes the [**Redacted**]. FOIA CONFIDENTIAL TREATMENT REQUESTED This proposal is subject to a mutually agreed milestone payments being added to the current Program Milestone Payment schedule. Exelis would like to proposal the following milestone payments: ▇▇▇▇▇ ▇ • [**Redacted**] Phase 2 • [**Redacted**] FOIA CONFIDENTIAL TREATMENT REQUESTED Payment terms are net 30 days from the date of the invoice. A 2% per month charge shall be applied to any payment carried beyond 30 calendar days. U.S. Export Law, as contained in the International Traffic in Arms Regulations (ITAR), is applicable to the information provided with the finished optics. This technical information is not to be placed in the public domain, exported from the U.S., given to any foreign person in the U.S. or re-exported without the prior specific written authorization ofExelis, Inc. and the U.S. Department of State. Any ITT Space Systems, LLC agreement to provide technical data, defense services, and/or hardware to any foreign party under this contract is contingent upon receipt of proper U.S. Government export authorizations. In the event a license permit cannot be obtained to export the product and/or data included in this order, or it is later revoked, this order is null and void and of no effect. ITT Space Systems, LLC appreciates the opportunity to provide this proposal. Should you have any questions or require additional information, please feel free to contact me directly. Regards, Contract Manager ITT Space Systems, LLC ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ FOIA CONFIDENTIAL TREATMENT REQUESTED Statement of Work WV-3 [**Redacted**] FOIA CONFIDENTIAL TREATMENT REQUESTED 2

Payment Milestone. This activity will result in two one (21) additional milestones: milestone. FOIA CONFIDENTIAL TREATMENT REQUESTED Milestone #160 – [**Redacted**]—$600,000 —testing complete Expected completion: July 2013 Milestone #161[**Redacted**]—$82,000—shall be billable when all testing, analysis, thermal model updates, final model delivery, Consent to break review, and delivery of technical documentation, as is described in the proposal, has been done. Expected completion date: September 2013 SUMMARY The value for this ECP is a [**Redacted**] of $682,00072,000, outlined in the following table: Change# Change Description $ 024 022 [**Redacted**] Phase 2 $ 682,000.00 72,000.00 TOTAL $ 682,000.00 Contract Value Summary 72,000.00 Previous Contract Value $ 169,047,033.00 168,830,033.00 ECP $ 682,000.00 New Contract Value $ 169,729,033.00 72,000.00 Unless otherwise expressly provided herein, all other terms and conditions of the Agreement shall remain in full force and effect. This Modification No. 24 22 is hereby executed and agreed to by DigitalGlobe and Contractor and shall be binding and effective as of the last date executed below. Signature Signature ITT Space Systems, LLC DigitalGlobe, Inc. /s/ [**Redacted**] /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇ Name Name Signature Signature Date: May 1, 2013 Date: April 30, 2013 FOIA CONFIDENTIAL TREATMENT REQUESTED ITT Exelis Proposal13-157- [**Redacted**] V.P. Space Systems Title Title May 16, 2013 May 14, 2013 Date Date ]. FOIA CONFIDENTIAL TREATMENT REQUESTED ITT Exelis Proposal 12-504 – [**Redacted**] Proposal January 21st, 2013 FOIA CONFIDENTIAL TREATMENT REQUESTED EXELlS [**Redacted**] Contract Manager ITT Space Systems, LLC ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ [**Redacted**] [**Redacted**] [**Redacted**] January 21April 26, 2013 DigitalGlobe, Inc. Sent via e-mail sharepoint to: Subject: Proposal12Revised Proposal 13-504- 157- [**Redacted**] Proposal Revised 1/18/2013 Reference: [**Redacted**] Statement of Work (SOW) dated 1/18/2013 Dear ▇▇▇: ITT Space Systems, LLC, a subsidiary of Exelis, Inc. (Exelis) is pleased to submit this [**Redacted**]. The SOW for this effort is attached. The [**Redacted**] proposal associated with the for this task order is $72,000 ITT Exelis shall add [**Redacted**]. This revision incorporates a rewritten statement of work entitled The attached powerpoint charts document the additional [**Redacted**] dated 1/18/2013, and reduces the price of Phase 2 commensurate with the reduction in test duration. The revised SOW is based on the SOW delivered to Exelis by DigitalGlobe on 1/14/2013. To facilitate your review, updates made to the DG document by Exelis have been highlighted in blue font. The SOW includes as discussed during a schedule integrating [**Redacted**]. This schedule demonstrates [**Redacted**] of slack against the [**Redacted**] original contract delivery date. Contract [**Redacted**]—$1,600,000 Phase 1—$918,000 Phase 2—$ 682,000 Phase 1 of this effort starts at Authorization to Proceed, assumed on January 21, 2013, and includes all planning, design, material procurements, procedures, scripting, manufacturing instructions, and pre-test thermal modeling and analysis. Phase 1 also includes delivery of the [**Redacted**] and the Test Plan Review meeting with DigitalGlobe. Phase 2 of this effort, assumed to start telecom held on April 18th 2013, includes shipping, [**Redacted**]. Phase 2 also includes the [**Redacted**]. FOIA CONFIDENTIAL TREATMENT REQUESTED This proposal is subject to a mutually agreed milestone payments being added to the current Program Milestone Payment schedule. Exelis would like to proposal the following milestone payments: ▇▇▇▇▇ ▇ • [**Redacted**] Phase 2 • [**Redacted**] FOIA CONFIDENTIAL TREATMENT REQUESTED Payment terms are net 30 days from the date of the invoice. A 2% per month charge shall be applied to any payment carried beyond 30 calendar days. U.S. Export Law, as contained in the International Traffic in Arms Regulations (ITAR), is applicable to the information provided with the finished optics. This technical information is not to be placed in the public domain, exported from the U.S., given to any foreign person in the U.S. or re-exported without the prior specific written authorization ofExelis, Inc. and the U.S. Department of State. Any ITT Space Systems, LLC agreement to provide technical data, defense services, and/or hardware to any foreign party under this contract is contingent upon receipt of proper U.S. Government export authorizations. In the event a license permit cannot be obtained to export the product and/or data included in this order, or it is later revoked, this order is null and void and of no effect. ITT Space Systems, LLC appreciates the opportunity to provide this proposal. Should you have any questions or require additional information, please feel free to contact me directly. Regards, Contract Manager ITT Space Systems, LLC ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ FOIA CONFIDENTIAL TREATMENT REQUESTED Statement of Work WV-3 [**Redacted**] FOIA CONFIDENTIAL TREATMENT REQUESTED 2.