Satellite. (For the avoidance of doubt, in no event shall PanAmSat be permitted to launch a Collocated Satellite which uses frequencies that would [***] with the Buyer's Transponders so as to [***] their meeting their [***] Specifications.) Before committing to such a Collocated Satellite that would [***] the use of such [**********************] by Buyer in Brazil, other than pursuant to an obligation under the[*************] PanAmSat shall give Buyer the opportunity to exercise its rights, if still extant, under clause (c) below to require PanAmSat to launch a Collocated Satellite, subject to applicable[******] and[*********] employing such [*************] with Ku-band [***] for use in Brazil, Buyer shall have until the later of: (i) [******] from PanAmSat's notice to Buyer, or (ii) until the [****************] specified below, to exercise such rights. Buyer shall not be required to make any decision regarding [***********************************************] either under this clause (b) or clause (a) above [****************************] as to any [********] that is [******************************] unless in either case PanAmSat is required by [*************] to proceed with the [***] of a [*************] under the [*************] (the "Decision Period"). In addition, PanAmSat will not require Buyer to make a decision whether [************* *************************************************] (and the "Decision Period" will be so extended), unless either (i) PanAmSat was [***********] by[*************], as provided above, or (ii) PanAmSat [************] to [***********************] that it acquires on a Collocated Satellite to any third party for any lawful purpose, subject to Buyer's ultimate obligations therefore, consistent with Section 10.6 of this Agreement (i.e., an [******************] the [*********************************] without the consent of the other party). Accordingly, by way of example, unless PanAmSat was [*********************************************************************** ***********************] if PanAmSat notifies Buyer in [**************] of PanAmSat's [******************] a [*********] either with [*************** *********] or [***************] Transponders that would have a [************* *****************************] to have Brazil Ku-band Transponders, Buyer [*******************] whether to [******] an agreement to [*********] on such Satellite or [********* [***] Filed separately with the Commission pursuant to a request for confidential treatment. *********] of a Satellite employing such frequencies for [***************] Transponders until [************] such [*************] could not be placed into [***************************] unless Buyer's right to so decide is extended until [************] and, unless PanAmSat allows Buyer the right specified above to [****************] Buyer will have until [***************] to make a decision, effectively [***] PanAmSat from committing to any [*************] of such [*******************]. The foregoing notwithstanding, if Buyer requests PanAmSat to provide [******************] under Section 1.7(b)(ii)(B) above, Buyer shall [***] to have the right to [***] a decision to [******] from a[**************]. Informal discussions or exchange of correspondence by the parties regarding the possibility of a[****************] including (without limitation), consultation under clause (d) below, that does not clearly state that it is intended as a notice under this clause or a request under Section 1.7(b)(ii)(B) shall not be deemed to give rise to rights under this or related provisions.
Appears in 2 contracts
Sources: Transponder Purchase and Sale Agreement (Panamsat Corp /New/), Transponder Purchase and Sale Agreement (Panamsat Corp /New/)