J.P. MORGAN SECURITIES INC., and BANC OF AMERICA SECURITIES LLC, As Joint Lead Arrangers and Joint BookrunnersCredit Agreement • November 9th, 2004 • Mediacom Communications Corp • Cable & other pay television services • New York
Exhibit 1.2 MEDIACOM COMMUNICATIONS CORPORATION 5.25% Convertible Senior Notes due 2006 UNDERWRITING AGREEMENT -----------------------Underwriting Agreement • June 26th, 2001 • Mediacom Communications Corp • Cable & other pay television services • New York
AMONGAsset Purchase Agreement • March 30th, 2001 • Mediacom Communications Corp • Cable & other pay television services • Delaware
AMONGAsset Purchase Agreement • March 30th, 2001 • Mediacom Communications Corp • Cable & other pay television services • Delaware
STOCK PURCHASE AGREEMENT BY AND BETWEEN SOFTNET SYSTEMS, INC., AND MEDIACOM LLC datedStock Purchase Agreement • December 22nd, 1999 • Mediacom Communications Corp • Cable & other pay television services
AMENDMENT NO. 2 dated as of February 4, 2000 between MEDIACOM SOUTHEAST LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware ("Mediacom Southeast"); MEDIACOM CALIFORNIA LLC, a limited...Mediacom Communications Corp • March 30th, 2001 • Cable & other pay television services
RECITALS --------Registration Rights Agreement • February 2nd, 2000 • Mediacom Communications Corp • Cable & other pay television services • New York
andIndenture • March 30th, 2001 • Mediacom Communications Corp • Cable & other pay television services • New York
INDENTUREMediacom Communications Corp • June 29th, 2001 • Cable & other pay television services • New York
EXHIBIT 10.2(b) AMENDMENT NO. 1Mediacom Communications Corp • March 30th, 2001 • Cable & other pay television services
EXHIBIT WRITTEN AGREEMENT RELATING TO THE FILING OF JOINT 13G STATEMENT -- SEC RULE 13d-1(k) Pursuant to Rule 13d-1(k) of the Securities and Exchange Commission, each of the undersigned hereby agrees to the joint filing of a Schedule 13G statement...Written Agreement • February 14th, 2002 • Mediacom Communications Corp • Cable & other pay television services
Pursuant to Rule 13d-1(k) of the Securities and Exchange Commission, each of the undersigned hereby agrees to the joint filing of a Schedule 13G statement under the Securities Exchange Act of 1934 and any amendments thereto relating to acquisitions of the equity securities of Mediacom Communications Corporation, and such Schedule 13G statement and amendments thereto when signed and filed by the undersigned shall be deemed filed on behalf of each of them.
AMENDMENT AND RESTATEMENT dated as of December 16, 2004 of CREDIT AGREEMENT Dated as of July 18, 2001Credit Agreement • March 15th, 2005 • Mediacom Communications Corp • Cable & other pay television services • New York
each of the lenders party hereto on the date hereof and each lender that becomes a “Lender” after the date hereof pursuant to Section 11.06(b) hereof (individually, a “Lender” and, collectively, the “Lenders”); and
MEDIACOM LLC and MEDIACOM CAPITAL CORPORATION, as Issuers and LAW DEBENTURE TRUST COMPANY OF NEW YORK, as Trustee Indenture Dated as of August 25, 2009 9.125% Senior Notes due 2019Mediacom Communications Corp • November 6th, 2009 • Cable & other pay television services • New York
INDENTURE, dated as of August 25, 2009 among MEDIACOM LLC, a New York limited liability company (“Mediacom LLC”), MEDIACOM CAPITAL CORPORATION, a New York corporation (“Mediacom Capital Corporation” and, together with Mediacom LLC, the “Issuers”), as joint and several obligors, each having its principal office at 100 Crystal Run Road, Middletown, New York 10941, LAW DEBENTURE TRUST COMPANY OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”), having its principal corporate trust office at 400 Madison Avenue, 4th Floor, New York, New York 10017.
AMENDMENT NO. 4Mediacom Communications Corp • August 8th, 2007 • Cable & other pay television services
AMENDMENT NO. 4 dated as of June 11, 2007 between MCC IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Iowa”); MCC ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Illinois”); MCC GEORGIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Georgia”); and MCC MISSOURI LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Missouri”, and, together with MCC Iowa, MCC Illinois and MCC Georgia, the “Borrowers”); and the Revolving Credit Lenders and Tranche A Term Loan Lenders executing this Amendment No. 4 each of which is a party to the Amendment and Restatement referred to below.
AMENDMENT NO. 2Mediacom Communications Corp • August 8th, 2007 • Cable & other pay television services
AMENDMENT NO. 2 dated as of June 11, 2007 between MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Illinois”); MEDIACOM INDIANA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Indiana”); MEDIACOM IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Iowa”); MEDIACOM MINNESOTA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Minnesota”); MEDIACOM WISCONSIN LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Wisconsin”); ZYLSTRA COMMUNICATIONS CORP., a corporation duly organized and validly existing under the laws of the State of Minnesota (“Zylstra” and, together with Mediacom Illinois, Mediacom Indiana, Mediacom Iowa, Med
EXHIBIT 10.1(b) AMENDMENT NO. 1Mediacom Communications Corp • March 30th, 2001 • Cable & other pay television services
INCREMENTAL FACILITY AGREEMENT (TRANCHE D TERM LOANS) dated as of May 5, 2006 between The LENDERS Party Hereto CITIGROUP GLOBAL MARKETS INC., as Joint Lead Arrangers and Joint Bookrunners and JPMORGAN CHASE BANK, N.A., as Administrative Agent CREDIT...Incremental Facility Agreement • May 10th, 2006 • Mediacom Communications Corp • Cable & other pay television services • New York
INCREMENTAL FACILITY AGREEMENT dated as of May 5, 2006, between MCC IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Iowa”); MCC ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Illinois”); MCC GEORGIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Georgia”); and MCC MISSOURI LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Missouri”, and, together with MCC Iowa, MCC Illinois and MCC Georgia, the “Borrowers”); the TRANCHE D TERM LOAN LENDERS party hereto (including each Tranche D Term Loan Lender as defined below that becomes a party hereto pursuant to a Lender Addendum as defined below) and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders (together with its successors in such capacity, the “A
AMENDMENT NO. 2Mediacom Communications Corp • May 10th, 2006 • Cable & other pay television services
AMENDMENT NO. 2 dated as of May 5, 2006 between MCC IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Iowa”); MCC ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Illinois”); MCC GEORGIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Georgia”); and MCC MISSOURI LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Missouri”, and, together with MCC Iowa, MCC Illinois and MCC Georgia, the “Borrowers”); and JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent (the “Administrative Agent”) pursuant to authority granted by the Majority Lenders pursuant to Section 11.04 of the Amendment and Restatement referred to below.
ASSET TRANSFER AGREEMENT EFFECTIVE AS OF FEBRUARY 13, 2009 BY AND AMONG MEDIACOM IOWA LLC, MEDIACOM WISCONSIN LLC, MEDIACOM ILLINOIS LLC, MEDIACOM SOUTHEAST LLC, AND MEDIACOM COMMUNICATIONS CORPORATIONAsset Transfer Agreement • March 16th, 2009 • Mediacom Communications Corp • Cable & other pay television services • New York
Mediacom Wisconsin LLC, a Delaware limited liability company (“Wisconsin LLC”), Mediacom Illinois, LLC a Delaware limited liability company (“Illinois LLC”), Mediacom Southeast LLC, a Delaware limited liability company (“Southeast LLC”), Mediacom Iowa LLC, a Delaware limited liability company (“Iowa LLC” and, collectively with Wisconsin LLC, Illinois LLC and Southeast LLC, the “LLC Swap Parties”), MCC Illinois LLC, a Delaware limited liability company (“Illinois BB”), MCC Georgia LLC, a Delaware limited liability company (“Georgia BB”), MCC Iowa LLC, a Delaware limited liability company (“Iowa BB”), MCC Missouri LLC, a Delaware limited liability company (“Missouri BB” and, collectively with Illinois BB, Georgia BB and Iowa BB, the “BB Swap Parties”), and Mediacom Communications Corporation, a Delaware corporation (“Mediacom” and collectively with the LLC Swap Parties and the BB Swap Parties, the “Parties”), enter into this Asset Transfer Agreement (this “Agreement”) executed as of Febr
AMENDMENT NO. 1Mediacom Communications Corp • May 10th, 2006 • Cable & other pay television services
AMENDMENT NO. 1 dated as of May 5, 2006 between MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Illinois”); MEDIACOM INDIANA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Indiana”); MEDIACOM IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Iowa”); MEDIACOM MINNESOTA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Minnesota”); MEDIACOM WISCONSIN LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Wisconsin”); ZYLSTRA COMMUNICATIONS CORP., a corporation duly organized and validly existing under the laws of the State of Minnesota (“Zylstra” and, together with Mediacom Illinois, Mediacom Indiana, Mediacom Iowa, Media
INCREMENTAL FACILITY AGREEMENT (TRANCHE D TERM LOANS) dated as of August 25, 2009 between MEDIACOM ILLINOIS LLC MEDIACOM INDIANA LLC MEDIACOM IOWA LLC MEDIACOM MINNESOTA LLC MEDIACOM WISCONSIN LLC ZYLSTRA COMMUNICATIONS CORP. MEDIACOM ARIZONA LLC...Incremental Facility Agreement • November 6th, 2009 • Mediacom Communications Corp • Cable & other pay television services • New York
INCREMENTAL FACILITY AGREEMENT dated as of August 25, 2009, among MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Illinois”); MEDIACOM INDIANA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Indiana”); MEDIACOM IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Iowa”); MEDIACOM MINNESOTA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Minnesota”); MEDIACOM WISCONSIN LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Wisconsin”); ZYLSTRA COMMUNICATIONS CORP., a corporation duly organized and validly existing under the laws of the State of Minnesota (“Zylstra” and, together with Mediacom Illinois, Mediacom Indiana, Me
Exhibit 4.1 INDENTURE SUPPLEMENT NO. 1 Indenture Supplement No. 1 ("Indenture Supplement"), dated as of August 6, 2002, to the Indenture, dated as of June 29, 2001 (the "Indenture"), by and among Mediacom Broadband LLC and Mediacom Broadband...Mediacom Communications Corp • August 14th, 2002 • Cable & other pay television services • New York
AMENDMENT NO. 3Mediacom Communications Corp • November 13th, 2002 • Cable & other pay television services
AMENDMENT NO. 3 dated as of September 12, 2002, between MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Illinois”); MEDIACOM INDIANA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Indiana”); MEDIACOM IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Iowa”); MEDIACOM MINNESOTA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Minnesota”); MEDIACOM WISCONSIN LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Wisconsin”); and ZYLSTRA COMMUNICATIONS CORP., a corporation validly existing under the laws of the State of Minnesota (“Zylstra”, and, together with Mediacom Illinois, Mediacom Indiana, Mediacom Iowa, Mediacom Mi
INCREMENTAL FACILITY AGREEMENT (TRANCHE C TERM LOANS) dated as of May 5, 2006 between MEDIACOM ILLINOIS LLC MEDIACOM INDIANA LLC MEDIACOM IOWA LLC MEDIACOM MINNESOTA LLC MEDIACOM WISCONSIN LLC ZYLSTRA COMMUNICATIONS CORP. MEDIACOM ARIZONA LLC MEDIACOM...Incremental Facility Agreement • May 10th, 2006 • Mediacom Communications Corp • Cable & other pay television services • New York
INCREMENTAL FACILITY AGREEMENT dated as of May 5, 2006, between MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Illinois”); MEDIACOM INDIANA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Indiana”); MEDIACOM IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Iowa”); MEDIACOM MINNESOTA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Minnesota”); MEDIACOM WISCONSIN LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Wisconsin”); ZYLSTRA COMMUNICATIONS CORP., a corporation duly organized and validly existing under the laws of the State of Minnesota (“Zylstra” and, together with Mediacom Illinois, Mediacom Indiana, Medi
AGREEMENT AND PLAN OF MERGER BY AND AMONG JMC COMMUNICATIONS LLC, ROCCO B. COMMISSO AND MEDIACOM COMMUNICATIONS CORPORATION DATED AS OF NOVEMBER 12, 2010Agreement and Plan of Merger • November 18th, 2010 • Mediacom Communications Corp • Cable & other pay television services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 12, 2010, is entered into by and among JMC COMMUNICATIONS LLC, a Delaware limited liability company (“Merger Sub”), ROCCO B. COMMISSO, the sole member and manager of Merger Sub (“Parent” and, together with Merger Sub and their respective Affiliates, the “RBC Stockholders”), and MEDIACOM COMMUNICATIONS CORPORATION, a Delaware corporation (the “Company” and, collectively with Merger Sub and Parent, the “Parties”). Certain terms used in this Agreement are used as defined in Section 8.11.
AMENDMENT NO. 1 dated as of October 11, 2005 to AMENDMENT AND RESTATEMENT dated as of December 16, 2004 of CREDIT AGREEMENT dated as of July 18, 2001 BANC OF AMERICA SECURITIES LLC and WACHOVIA BANK, NATIONAL ASSOCIATION as Joint Bookrunners and Joint...Amendment and Restatement • November 9th, 2005 • Mediacom Communications Corp • Cable & other pay television services
AMENDMENT NO. 1 dated as of October 11, 2005, between MCC IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Iowa”); MCC ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Illinois”); MCC GEORGIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Georgia”); and MCC MISSOURI LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Missouri”, and, together with MCC Iowa, MCC Illinois and MCC Georgia, the “Borrowers”) and JPMorgan Chase Bank, N.A., as Administrative Agent.
AMENDMENT NO. 3Mediacom Communications Corp • August 8th, 2007 • Cable & other pay television services
AMENDMENT NO. 3 dated as of June 11, 2007 between MCC IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Iowa”); MCC ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Illinois”); MCC GEORGIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Georgia”); and MCC MISSOURI LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Missouri”, and, together with MCC Iowa, MCC Illinois and MCC Georgia, the “Borrowers”); and the Tranche D Term Loan Lenders executing this Amendment No. 3 each of which is a party to the Amendment and Restatement referred to below.
AMENDMENT NO. 1Mediacom Communications Corp • November 13th, 2002 • Cable & other pay television services
AMENDMENT NO. 1 dated as of September 12, 2002, between MCC IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Iowa”); MCC ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Illinois”); MCC GEORGIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Georgia”); and MCC MISSOURI LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“MCC Missouri”, and, together with MCC Iowa, MCC Illinois and MCC Georgia, the “Borrowers”), and JPMorgan Chase Bank (formerly known as The Chase Manhattan Bank), as Administrative Agent.
AMENDMENT NO. 3Mediacom Communications Corp • August 8th, 2007 • Cable & other pay television services
AMENDMENT NO. 3 dated as of June 11, 2007 between MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Illinois”); MEDIACOM INDIANA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Indiana”); MEDIACOM IOWA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Iowa”); MEDIACOM MINNESOTA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Minnesota”); MEDIACOM WISCONSIN LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Wisconsin”); ZYLSTRA COMMUNICATIONS CORP., a corporation duly organized and validly existing under the laws of the State of Minnesota (“Zylstra” and, together with Mediacom Illinois, Mediacom Indiana, Mediacom Iowa, Med
AMENDMENT NO. 2 dated as of February 4, 2000, between MEDIACOM ILLINOIS LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware ("Mediacom Illinois"); MEDIACOM INDIANA LLC, a limited...Mediacom Communications Corp • March 30th, 2001 • Cable & other pay television services
MEDIACOM COMMUNICATIONS CORPORATION STOCK OPTION AGREEMENTStock Option Agreement • March 16th, 2009 • Mediacom Communications Corp • Cable & other pay television services • Delaware
AGREEMENT, dated as of (the “Award Date”), between Mediacom Communications Corporation, a Delaware corporation (the “Company”), and (the “Optionee”).
SHARE EXCHANGE AGREEMENT by and between MEDIACOM COMMUNICATIONS CORPORATION, SHIVERS INVESTMENTS, LLC, and SHIVERS TRADING & OPERATING COMPANY,Share Exchange Agreement • September 10th, 2008 • Mediacom Communications Corp • Cable & other pay television services • Delaware
This SHARE EXCHANGE AGREEMENT, dated as of September 7, 2008 (this “Agreement”), is entered into by and between MEDIACOM COMMUNICATIONS CORPORATION, a Delaware corporation (“Parent”), SHIVERS TRADING & OPERATING COMPANY, a Georgia corporation (“Shivers”), and SHIVERS INVESTMENTS, LLC, a Georgia limited liability company and an indirect, wholly owned subsidiary of Shivers (“Shivers LLC”).
AMENDMENT NO. 3Mediacom Communications Corp • November 13th, 2002 • Cable & other pay television services
AMENDMENT NO. 3 dated as of September 12, 2002 between MEDIACOM SOUTHEAST LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Southeast”); MEDIACOM CALIFORNIA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom California”); MEDIACOM DELAWARE LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Delaware”); MEDIACOM ARIZONA LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (“Mediacom Arizona” and, together with Mediacom Southeast, Mediacom California, Mediacom Delaware, the “Borrowers”), the lenders party thereto (the “Lenders”) and JPMorgan Chase Bank (formerly known as The Chase Manhattan Bank), as Administrative Agent for the Lenders.
VOTING AGREEMENTVoting Agreement • November 18th, 2010 • Mediacom Communications Corp • Cable & other pay television services • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of November 12, 2010, is entered into by and among Mediacom Communications Corporation, a Delaware corporation (“Mediacom”), Rocco B. Commisso (“Parent”) and JMC Communications LLC, a Delaware limited liability company (“Merger Sub”), (each of Parent and Merger Sub, a “Stockholder” and collectively, the “Stockholders”).
SIGNIFICANT STOCKHOLDER AGREEMENTSignificant Stockholder Agreement • September 10th, 2008 • Mediacom Communications Corp • Cable & other pay television services • Delaware
This Significant Stockholder Agreement, dated as of September 7, 2008 (this “Agreement”), is entered into by and between Mediacom Communications Corporation, a Delaware corporation (the “Company”), and Rocco B. Commisso, the Chief Executive Officer, Chairman of the Board of Directors (the “Board”) and a significant stockholder of the Company (the “Stockholder”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Section 5.1 of this Agreement.
