Agreement Relating to the “INTELSAT”

Article XI. (Director General)

(a) The executive organ shall be headed by the Director General and
shall have its organizational structure implemented not later than six
years after the entry into force of this Agreement.

(b) (i) The Director General shall be the chief executive and the
legal representative of INTELSAT and shall be directly responsible to the
Board of Governors for the performance of all management functions.

(ii) The Director General shall act in accordance with the policies
and directives of the Board of Governors.

(iii) The Director General shall be appointed by the Board of
Governors, subject to confirmation by the Assembly of Parties. The
Director General may be removed from office for cause by the Board of
Governors on its own authority.

(iv) The paramount consideration in the appointment of the Director
General and in the selection of other personnel of the executive organ
shall be the necessity of ensuring the highest standards of integrity,
competency and efficiency. The Director General and the personnel of the
executive organ shall refrain from any action incompatible with their
responsibilities to INTELSAT.

(c) (i) The permanent management arrangements shall be consistent
with the basic aims and purposes of INTELSAT, its international character
and its obligation to provide on a commercial basis telecommunications
facilities of high quality and reliability.

(ii) The Director General, on behalf of INTELSAT, shall contract out,
to one or more competent entities, technical and operational functions to
the maximum extent practicable with due regard to cost and consistent
with competence, effectiveness and efficiency. Such entities may be of
various nationalities or may be an international corporation owned and
controlled by INTELSAT. Such contracts shall be negotiated, executed and
administered by the Director General.

(d) (i) The Board of Governors shall designate a senior officer of
the executive organ to serve as the Acting Director General whenever the
Director General is absent or is unable to discharge his duties, or if
the office of Director General should become vacant. The Acting Director
General shall have the capacity to exercise all the powers of the
Director General pursuant to this Agreement and the Operating Agreement.
In the event of a vacancy, the Acting Director General shall serve in
that capacity until the assumption of office by a Director General
appointed and confirmed, as expeditiously as possible, in accordance with
subparagraph (b) (iii) of this Article.

(ii) The Director General may delegate such of his powers to other
officers in the executive organ as may be necessary to meet appropriate
requirements.

Author: international