1 NTL INCORPORATED 5-3/4% CONVERTIBLE SUBORDINATED NOTES DUE 2009NTL Delaware Inc • August 29th, 2000 • Cable & other pay television services • New York
and OTHERS L1,300,000,000 CREDIT AGREEMENT WHITE & CASE 7-11 Moorgate London EC2R 6HHCredit Agreement • March 30th, 2001 • NTL Delaware Inc • Cable & other pay television services
by and amongRegistration Rights Agreement • March 17th, 2000 • NTL Inc/Ny/ • Cable & other pay television services • New York
ARTICLE ONE DEFINITIONSRegistration Rights Agreement • August 29th, 2000 • NTL Delaware Inc • Cable & other pay television services • New York
Supplementing the Indenture dated as of December 16, 1998 between NTL Incorporated and The Chase Manhattan Bank, as Trustee 7% CONVERTIBLE SUBORDINATED NOTES DUE 2008 2 FIRST SUPPLEMENTAL INDENTURE, dated as of March 31, 1999, between NTL...Merger Agreement • June 3rd, 1999 • NTL Inc/Ny/ • Cable & other pay television services • New York
1 Exhibit 4.34(d) AMENDMENT NO. 4 TO THE RIGHTS AGREEMENT AMENDMENT NO. 4 TO THE RIGHTS AGREEMENT (this "Amendment"), dated as of May 17, 2000, by and among NTL INCORPORATED, a Delaware corporation (the "Company"), NTL HOLDINGS INCORPORATED, a...Rights Agreement • March 30th, 2001 • NTL Delaware Inc • Cable & other pay television services • Delaware
1 Exhibit 4.31 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of this 30th day of May, 2000, between NTL Incorporated, a Delaware corporation, f/k/a NTL Holdings Incorporated (the "Company"), and...Registration Rights Agreement • March 30th, 2001 • NTL Delaware Inc • Cable & other pay television services • New York
Exhibit 4.5 THIS AGREEMENT is made on 1999. BETWEEN: (1) ______________________ whose address is at______________________ (the "Optionholder"); (2) PREMIUM TV LIMITED incorporated in England and Wales with registered number 3426471 and whose...Agreement • October 19th, 1999 • NTL Inc/Ny/ • Cable & other pay television services
amongTransaction Agreement • August 29th, 2000 • NTL Delaware Inc • Cable & other pay television services
7% CONVERTIBLE SUBORDINATED NOTES DUE 2008 2 FIRST SUPPLEMENTAL INDENTURE, dated as of March 31, 1999, between NTL Incorporated (formerly known as International CableTel Incorporated), a Delaware corporation (the "COMPANY"), NTL Communications Corp.,...Indenture • June 3rd, 1999 • NTL Inc/Ny/ • Cable & other pay television services • New York
AMENDMENT NO. 2 TO THE RIGHTS AGREEMENT AMENDMENT NO. 2 TO THE RIGHTS AGREEMENT (this "Amend ment"), dated as of October 23, 1999, by and between NTL INCORPORATED, a Delaware corporation (the "Company"), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY,...The Rights Agreement • November 12th, 1999 • NTL Inc/Ny/ • Cable & other pay television services • Delaware
1 Exhibit 4.34(e) AMENDMENT NO. 5 TO THE RIGHTS AGREEMENT AMENDMENT NO. 5 TO THE RIGHTS AGREEMENT (this "Amendment"), dated as of May 25, 2000, by and between NTL INCORPORATED, a Delaware corporation (the "Company"), and CONTINENTAL STOCK TRANSFER &...Rights Agreement • March 30th, 2001 • NTL Delaware Inc • Cable & other pay television services • Delaware
1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 3rd, 1999 • NTL Inc/Ny/ • Cable & other pay television services • Delaware
Exhibit 99.1 DEBTOR-IN-POSSESSION CREDIT AND GUARANTY AGREEMENT dated as of July 15, 2002Credit and Guaranty Agreement • July 19th, 2002 • NTL Delaware Inc • Cable & other pay television services • New York
1 FORM OF DIRECTOR AND OFFICER INDEMNITY AGREEMENT AGREEMENT, dated as of ______________________, between NTL Incorporated, a Delaware corporation (the "Company"), and separately with each director and officer of the Company (the "Indemnitee")....Form of Director and Officer Indemnity Agreement • August 29th, 2000 • NTL Delaware Inc • Cable & other pay television services • Delaware
