January 17, 2007 Citadel Limited Partnership 625 Madison Avenue - 15th Floor New York, NY 10022 Gentlemen: This letter of intent (this "Letter of Intent") sets forth certain binding and nonbinding agreements between NBC Universal, Inc., a Delaware...NBC Universal, Inc. • January 18th, 2007 • Radio broadcasting stations • New York
Bank: JP Morgan Chase ABA: 021000021 SWIFT: CHASUS33 Account: 0381063114 Account Name: NBC Universal Reference: Globe Quarterly Escrow InterestEscrow Agreement • November 9th, 2005 • NBC Universal, Inc. • Radio broadcasting stations • New York
EXHIBIT 18Settlement Agreement • November 9th, 2005 • NBC Universal, Inc. • Radio broadcasting stations • New York
REGISTRATION RIGHTS AGREEMENT LETTER AMENDMENTRegistration Rights Agreement • November 9th, 2005 • NBC Universal, Inc. • Radio broadcasting stations • New York
JOINT FILING AGREEMENTJoint Filing Agreement • November 9th, 2005 • NBC Universal, Inc. • Radio broadcasting stations
We, the signatories of the statement on Schedule 13D to which this Agreement is attached, hereby agree that such statement is, and any amendments thereto filed by any of us will be, filed on behalf of each of us.
Exhibit 3 VOTING AGREEMENT This VOTING AGREEMENT (this "Agreement"), dated as of March 3, 2006, by and among NBC Universal, Inc., a Delaware corporation ("Parent"), and Hearst Communications, Inc. (the "Stockholder"). WHEREAS, concurrently with the...Voting Agreement • March 13th, 2006 • NBC Universal, Inc. • Periodicals: publishing or publishing & printing • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2006 • NBC Universal, Inc. • Household audio & video equipment
This will confirm the agreement by and among all the undersigned that the Schedule 13G filed on or about this date and any amendments thereto with respect to beneficial ownership by the undersigned of shares of the common stock, par value $0.0001 per share, of DTS, Inc. is being filed on behalf of each of the undersigned in accordance with Rule 13d 1(k)(1) under the Securities Exchange Act of 1934. This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
ARTICLE I DEFINED TERMSCall Agreement • November 9th, 2005 • NBC Universal, Inc. • Radio broadcasting stations • Delaware
BY AND BETWEENInvestment Agreement • November 9th, 2005 • NBC Universal, Inc. • Radio broadcasting stations • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • July 26th, 2018 • NBCUniversal Media, LLC • Cable & other pay television services • Pennsylvania
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 1st day of March, 2018, between COMCAST CORPORATION, a Pennsylvania corporation (together with its subsidiaries, the “Company”), and DAVID N. WATSON (“Employee”).
COMCAST CORPORATION, Issuer THE GUARANTORS PARTY HERETO and THE BANK OF NEW YORK MELLON, Trustee INDENTURE Dated as of September 18, 2013Indenture • September 18th, 2013 • NBCUniversal Media, LLC • Cable & other pay television services • New York
THIS INDENTURE, dated as of September 18, 2013 among Comcast Corporation, a Pennsylvania corporation (the “Issuer” as more fully set forth in Section 1.01), the Guarantors party hereto and The Bank of New York Mellon (the “Trustee”),
COMCAST CORPORATION UNDERWRITING AGREEMENT STANDARD PROVISIONS (DEBT SECURITIES) August 1, 2019Underwriting Agreement • August 1st, 2019 • NBCUniversal Media, LLC • Cable & other pay television services • New York
From time to time, Comcast Corporation, a Pennsylvania corporation (the “Company”), may, alone or together with NBCUniversal Media, LLC and Comcast Cable Communications, LLC (together, the “Guarantors”), enter into one or more underwriting agreements that provide for the sale of designated securities to the several underwriters named therein. The standard provisions set forth herein may be incorporated by reference in any such underwriting agreement (an “Underwriting Agreement”). The Underwriting Agreement, including the provisions incorporated therein by reference, is herein referred to as this Agreement. Terms defined in the Underwriting Agreement are used herein as therein defined.
NBC UNIVERSAL, INC., Issuer and THE BANK OF NEW YORK MELLON, Trustee INDENTURE Dated as of April 30, 2010NBCUniversal Media, LLC • May 13th, 2011 • New York
WHEREAS, for its lawful corporate purposes, the Issuer has duly authorized the execution and delivery of the Indenture to provide for the issuance of unsecured debt securities in one or more series (the “Securities”) up to such principal amount or amounts as may from time to time be authorized in accordance with the terms of the Indenture and to provide, among other things, for the authentication, delivery and administration thereof;
TERM LOAN CREDIT AGREEMENT among COMCAST CORPORATION The Financial Institutions Party Hereto Bank OF AMERICA, N.A., as Administrative Agent and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent Dated as of August 22, 2018 MERRILL LYNCH,...Term Loan Credit Agreement • August 22nd, 2018 • NBCUniversal Media, LLC • Cable & other pay television services • New York
This TERM LOAN CREDIT AGREEMENT is entered into as of August 22, 2018, by and among Comcast Corporation, a Pennsylvania corporation (“Borrower”), each lender from time to time party hereto (collectively, “Lenders” and individually, a “Lender”), Bank OF AMERICA, N.A., as Administrative Agent, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as syndication agent (in such capacity, “Syndication Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • August 1st, 2019 • NBCUniversal Media, LLC • Cable & other pay television services
We (the “Managers”) are acting on behalf of the underwriter or underwriters (including ourselves) named below (such underwriter or underwriters being herein called the “Underwriters”), and we understand that Comcast Corporation, a Pennsylvania corporation (the “Company”), proposes to issue and sell $[ ] aggregate principal amount of [ ]% Notes Due [ ] (the “Offered Securities”). The Offered Securities are to be issued pursuant to the provisions of the Indenture, dated as of [ ] by and among the Company, the Guarantors and [ ], as trustee (the “Trustee”), as guaranteed on an unsecured and unsubordinated basis by NBCUniversal Media, LLC and Comcast Cable Communications, LLC (the “Guarantors”).
ContractNBCUniversal Media, LLC • August 1st, 2019 • Cable & other pay television services • New York
UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER
SECOND AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • January 31st, 2019 • NBCUniversal Media, LLC • Cable & other pay television services • New York
Schedule I Capitalization; Capital Commitments Schedule II Comcast Core Business Exclusions Schedule III Cash Management Policy
FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • November 23rd, 2015 • NBCUniversal Media, LLC • Cable & other pay television services • New York
FOURTH SUPPLEMENTAL INDENTURE dated as of October 1, 2015 (this “Supplemental Indenture”), among Comcast Corporation, a Pennsylvania corporation (the “Company”), Comcast Cable Communications, LLC (f/k/a Comcast Cable Communications, Inc.), a Delaware limited liability company (“Comcast Cable”), NBCUniversal Media, LLC, a Delaware limited liability company (together with Comcast Cable, the “Guarantors”), and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee (the “Trustee”).
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • April 30th, 2018 • NBCUniversal Media, LLC • Cable & other pay television services • New York
This CREDIT AGREEMENT is entered into as of May 26, 2016, by and among COMCAST CORPORATIONComcast Corporation, a Pennsylvania corporation (“Borrower”), each lender from time to time party hereto (collectively, “Lenders” and individually, a “Lender”), JPMorgan Chase Bank, N.A., as Administrative Agent, CITIBANK, N.A., as syndication agent (in such capacity, “Syndication Agent”), and MORGAN STANLEY MUFG LOAN PARTNERS, LLC (acting through Morgan Stanley Senior Funding, Inc. and MUFG Bank, Ltd. (f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd.), WELLS FARGO BANK, NATIONAL ASSOCIATION and MIZUHO BANK, LTD., as co-documentation agents (in such capacity, “Co-Documentation Agents”).
New Stockholders’ Agreement STOCKHOLDERS’ AGREEMENT by and among ION MEDIA NETWORKS, INC., CIG MEDIA LLC and NBC UNIVERSAL, INC. Dated as of May 4, 2007Stockholders’ Agreement • May 8th, 2007 • NBC Universal, Inc. • Radio broadcasting stations • New York
This STOCKHOLDERS’ AGREEMENT (this “Agreement”) is made as of May 4, 2007 by and among ION Media Networks, Inc., a Delaware corporation (“the “Company”), CIG Media LLC, a Delaware limited liability company (“CIG Media”), and NBC Universal, Inc., a Delaware corporation (“NBCU”).
COMCAST INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENTComcast Intellectual Property Cross License Agreement • July 12th, 2011 • NBCUniversal Media, LLC • Cable & other pay television services
THIS COMCAST INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT (this “Agreement”), dated as of January 28, 2011 (the “Effective Date”), is made and entered into by and between Comcast Corporation, a Pennsylvania corporation (“Comcast”), and Navy, LLC, a Delaware limited liability company (“Company”). Unless otherwise defined herein, all capitalized terms used herein have the meanings ascribed to such terms in the Master Agreement.
PUT/CALL AGREEMENTPut/Call Agreement • August 23rd, 2007 • NBC Universal, Inc. • Radio broadcasting stations • New York
PUT/CALL AGREEMENT (this “Agreement”) made and entered into as of August 21 2007 by and between ION Media Networks Inc., a Delaware corporation (the “Company”), CIG Media LLC, a Delaware liability company (“CIG”), and NBC Universal, Inc., a Delaware corporation (“NBCU”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 13th, 2011 • NBCUniversal Media, LLC • New York
This REGISTRATION RIGHTS AGREEMENT dated October 4, 2010 (the “Agreement”) is entered into between NBC Universal, Inc., a Delaware corporation (the “Company”) and J.P. Morgan Securities LLC (“JPM”), Goldman, Sachs & Co. (“GS”) and Morgan Stanley & Co. Incorporated (“MS”), as representatives (the “Representatives”) of the initial purchasers listed in Schedule I to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
LIMITED LIABILITY COMPANY AGREEMENT OF NBC UNIVERSAL MEDIA, LLCLimited Liability Company Agreement • July 12th, 2011 • NBCUniversal Media, LLC • Cable & other pay television services • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT OF NBC UNIVERSAL MEDIA, LLC (this “Agreement”) is entered into as of January 28, 2011, by Navy Holdings, Inc., a corporation organized under the laws of the State of Delaware (the “Member”), as the sole member of NBC Universal Media, LLC (the “LLC”), with reference to the following facts:
Registration Rights Agreement for New SecuritiesRegistration Rights Agreement • May 8th, 2007 • NBC Universal, Inc. • Radio broadcasting stations • New York
REGISTRATION RIGHTS AGREEMENT, dated as of May 4, 2007 (this “Agreement”), by and among ION Media Networks, Inc., a Delaware corporation (the “Company”), NBC Universal, Inc., a Delaware corporation (together with its Affiliates, “NBCU”) and CIG Media LLC, a Delaware limited liability company (“CIG”, and together with NBCU, the “Investors”).
Exhibit 1 JOINT FILING AGREEMENT This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on or about this date and any amendments thereto with respect to beneficial ownership by the undersigned of shares of the...Joint Filing Agreement • March 13th, 2006 • NBC Universal, Inc. • Periodicals: publishing or publishing & printing
This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on or about this date and any amendments thereto with respect to beneficial ownership by the undersigned of shares of the Common Stock, par value $.01 per share, of iVillage Inc. is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k) (1) under the Securities Exchange Act of 1934. This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
NBCU Call Option II Agreement CALL AGREEMENTCall Agreement • May 8th, 2007 • NBC Universal, Inc. • Radio broadcasting stations • New York
CALL AGREEMENT, dated as of May 4, 2007 (this “Agreement”), by and among ION Media Networks, Inc., a Delaware corporation (“ION”), and NBC PALM BEACH INVESTMENT I, INC., a California corporation (“Palm Beach I”).
Registration Rights Agreement for Series B Convertible Subordinated DebtRegistration Rights Agreement • May 8th, 2007 • NBC Universal, Inc. • Radio broadcasting stations • New York
This REGISTRATION RIGHTS AGREEMENT is dated as of May 4, 2007 (the “Agreement”), by and among ION Media Networks, Inc., a Delaware corporation (the “Company”), on the one hand, and NBC Universal, Inc., a Delaware corporation (“NBCU”), NBC Palm Beach Investment I, Inc., a California corporation (“NBC Palm Beach I”), NBC Palm Beach Investment II, Inc., a California corporation (“NBC Palm Beach II,” and together with NBCU and NBC Palm Beach I, the “NBCU Entities”), and CIG Media LLC, a Delaware limited liability company (“CIG”) (“CIG” and together with the NBCU Entities, the “Purchasers”), on the other hand.
MASTER TRANSACTION AGREEMENT among ION Media Networks, Inc., NBC Universal, Inc., NBC Palm Beach Investment I, Inc., NBC Palm Beach Investment II, Inc., and CIG Media LLC Dated as of May 3, 2007Master Transaction Agreement • May 8th, 2007 • NBC Universal, Inc. • Radio broadcasting stations • New York
THIS MASTER TRANSACTION AGREEMENT (this “Agreement”) is made and entered into as of May 3, 2007, by and among ION Media Networks, Inc., a Delaware corporation (the “Company”), NBC Universal, Inc., a Delaware corporation (“NBCU”), NBC Palm Beach Investment I, Inc., a California corporation (“NBC Palm Beach I”), NBC Palm Beach Investment II, Inc., a California corporation (“NBC Palm Beach II,” and together with NBCU and NBC Palm Beach I, the “NBCU Entities”), and CIG Media LLC, a Delaware limited liability company (“CIG”).
NBCU TRANSFER AGREEMENT between NBCUNIVERSAL FUNDING, LLC and WORKING CAPITAL SOLUTIONS NBCU FUNDING LLC Dated as of February 4, 2011Nbcu Transfer Agreement • July 12th, 2011 • NBCUniversal Media, LLC • Cable & other pay television services
This NBCU TRANSFER AGREEMENT, dated as of February 4, 2011 (this “Agreement” or “NBCU Transfer Agreement”), is entered into between NBCUNIVERSAL FUNDING, LLC, a Delaware limited liability company (“NBCU Funding”), and WORKING CAPITAL SOLUTIONS NBCU FUNDING LLC, a Delaware limited liability company (“WCS NBCU Funding”).
AMENDMENT NO. 1 TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • September 24th, 2018 • NBCUniversal Media, LLC • Cable & other pay television services • New York
THIS AMENDMENT NO. 1 TO TERM LOAN CREDIT AGREEMENT dated as of September 23, 2018 (this “Amendment”) is entered into among Comcast Corporation, a Pennsylvania corporation (“Borrower”), the Lenders party hereto, and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Sky Term Loan Credit Agreement (as defined below).
Comcast Corporation One Comcast Center Philadelphia, Pennsylvania 19103Letter Agreement • February 5th, 2016 • NBCUniversal Media, LLC • Cable & other pay television services
Reference is made to (i) the Employment Agreement dated as of November 22, 2011, as amended (the “Employment Agreement”), by and between the Employee and Comcast, (ii) the Advisor Agreement dated as of the date hereof and effective as of January 1, 2016 (as may be amended from time to time, the “Advisor Agreement”) by and between the Employee and Comcast, (iii) the Shareholders Agreement dated as of the date hereof and effective as of January 1, 2016 (as may be amended from time to time, the “Shareholders Agreement”) by and among Comcast, Atairos Group, Inc., a Cayman Islands exempted company (“Atairos”), Comcast AG Holdings, LLC, a Delaware limited liability company (“Comcast Shareholder”), Atairos Partners, L.P., a Cayman Islands exempted limited partnership (“ManagementCo Shareholder”), and Atairos Management, L.P., a Delaware limited partnership (the “Manager”) and (iv) the Letter Agreement dated as of the date hereof and effective as of January 1, 2016 (as may be amended from time
PURCHASE AND SALE AGREEMENT Dated as of February 12, 2013 among 30RC TRUST f/k/a NBC TRUST NO. 1996A, a Delaware statutory business trust, as Seller, and NBCUNIVERSAL ATLAS LLC, a Delaware limited liability company, as Purchaser Purchase and Sale of...Purchase and Sale Agreement • May 1st, 2013 • NBCUniversal Media, LLC • Cable & other pay television services • New York
PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of February 12, 2013 (the “Effective Date”), between 30RC TRUST (f/k/a NBC Trust No. 1996A), a Delaware statutory business trust, c/o General Electric Capital Corporation (“Seller”), having an address at 901 Main Avenue, Norwalk, Connecticut 06851, and NBCUNIVERSAL ATLAS LLC, a Delaware limited liability company (“Purchaser”), having an address at 30 Rockefeller Plaza, New York, New York 10112.
SECOND AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NBCUNIVERSAL MEDIA, LLCLimited Liability Company Agreement • January 30th, 2020 • NBCUniversal Media, LLC • Cable & other pay television services
This Second Amendment to the Amended and Restated Limited Liability Company Agreement (“Amendment”) amends the NBCUniversal Media, LLC Amended and Restated Limited Liability Company Agreement (the “LLC Agreement”) of NBCUniversal Media, LLC (the “LLC”) and is entered into by the undersigned with reference to the following fact:
MARC A. CHINI Executive Vice President Human ResourcesNBCUniversal Media, LLC • May 13th, 2011
Reference is made to the agreement dated as of February 7, 2007 by and between you and NBC Universal, Inc. (“NBCU”) and General Electric (the “Parent”) (the “Agreement”) with respect to the terms and conditions of your employment. All terms and conditions of the Agreement shall remain in full force and effect unless otherwise modified below.
