Exhibit 15
ACKNOWLEDGMENT AND JOINDER
TO THE STOCKHOLDERS AGREEMENT
This ACKNOWLEDGMENT AND JOINDER (this "Acknowledgment and Joinder") to the
Stockholders Agreement, dated as of March 19, 2004 (the "Original Agreement"),
by and among each of the holders of Cablevision NY Group Class B common stock
("Class B Common Stock") of Cablevision Systems Corporation, a Delaware
corporation ("Cablevision"), listed on Schedule A, annexed thereto (each, a
"Class B Stockholder", and collectively, the "Class B Stockholders"), is entered
into as of September 5, 2004, by and among the Class B Stockholders and Xxxxxxx
X. Xxxxx as Trustee of the Xxxxxxx X. Xxxxx 2004 Grantor Retained Annuity Trust,
under Agreement, dated as of August 2, 2004, by and between Xxxxxxx X. Xxxxx, as
Settlor, and himself, as Trustee (the "GRAT"). Capitalized terms used and not
defined herein shall have the meanings given to such terms in the Original
Agreement.
W I T N E S S E T H:
WHEREAS, each of CFD Trust Nos. 1-6 are Class B Stockholders and parties
to the Original Agreement, and Xxxx X. XxxXxxxxxx ("MacPherson") is a signatory
as a Trustee on behalf of each of CFD Trust Nos. 1-6 to the Original Agreement;
WHEREAS, by Appointment by Xxxx XxxXxxxxxx of Successor Trustees for CFD
Trusts Nos. 1-6 and 10, dated March 10, 1994, MacPherson designated the
following individuals as respective successor Trustees to CFD Trust Nos. 1-6
(the "Successor Trustees") to act if, for any reason, MacPherson ceased to act
as Trustee of such trust
Trust Successor Trustees
---- ------------------
CFD Trust No. 1 Xxxxxxxx X. Xxxxx and Xxxx X. Xxxxx
CFD Trust No. 2 Xxxxxxx X. Xxxxx and Xxxx Xxxxx
CFD Trust No. 3 Xxxxxxxx Xxxxx Xxxxx and Xxxx Xxxxx
CFD Trust No. 4 Xxxxxxx X. Xxxxx and Xxxx Xxxxx
CFD Trust Xx. 0 Xxxxxx X. Xxxxx xxx Xxxx Xxxxx
XXX Trust No. 6 Xxxxx X. Xxxxx and Xxxx X. Xxxxx;
WHEREAS, as a result of his ill health, MacPherson ceased to act as
Trustee of CFD Trust Nos. 1-6 and, pursuant to the Acceptance of Appointment of
Successor Trustees, dated as of June 30, 2004, each of the Successor Trustees
listed above accepted his or her appointment as a successor Trustee of CFD Trust
Nos. 1-6, subject to the conditions set forth therein;
WHEREAS, the Class B Stockholders wish to acknowledge that MacPherson is
no longer a signatory as a Trustee of each of CFD Trust Nos. 1-6 and to
acknowledge that each of the Successor Trustees are signatories to the Original
Agreement, in their respective capacities as Trustees of CFD Trust Nos. 1-6;
WHEREAS, on August 2, 2004, Xxxxxxx X. Xxxxx, a Class B Stockholder,
contributed 5,500,000 of his shares of Class B Stock Common Stock to the GRAT;
WHEREAS, the agreement establishing the GRAT provides, in part, that the
Trustee of the GRAT (the "GRAT Trustee") may enter into this Agreement on behalf
of the GRAT, and such GRAT Trustee has been duly authorized, on behalf of the
GRAT, to enter into, execute and deliver this Acknowledgment and Joinder and
perform all of the obligations contained herein and in the Original Agreement,
including, without limitation, those provisions with respect to the voting of
shares of Class B Common Stock;
WHEREAS, the Class B Stockholders wish to acknowledge and reflect the
addition of the GRAT as a Class B Stockholder to the Original Agreement as if
the GRAT were an original Class B Stockholder named therein; and
WHEREAS, the GRAT Trustee wishes to be added as a Class B Stockholder to
the Original Agreement as if it were an original Class B Stockholder named
therein.
NOW THEREFORE, in consideration of the premises and of the mutual promises
and agreement contained herein, the parties hereto, agree as follows:
Section 1. Acknowledgment of Successor Trustees. The Class B Stockholders
hereby acknowledge that each of the Successor Trustees respectively have become
Trustees of CFD Trust Nos. 1-6 as listed in the recitals above, and as such,
shall be signatories to the Original Agreement in their respective capacities as
Trustees on behalf of CFD Trust Nos. 1-6.
Section 2. Acknowledgment and Agreement by the GRAT. The GRAT Trustee, on
behalf of the GRAT, acknowledges receipt of, and having read, the Original
Agreement. The GRAT Trustee, on behalf of the GRAT, hereby accepts and agrees to
be bound by, and further covenants and agrees that it and the GRAT will comply
with, all of the terms and conditions of the Original Agreement (as the same may
be amended from time to time), as if the GRAT were an original Class B
Stockholder party thereto.
Section 3. Agreement by the Class B Stockholders. The Class B Stockholders
hereby accept the GRAT as a party to the Original Agreement as if the GRAT were
an original Class B Stockholder under the Original Agreement.
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Section 4. Amendments to Schedules. Schedules A and B to the Original
Agreement are hereby amended and restated respectively in the form of Schedules
A and B attached hereto.
Section 5. Original Agreement Ratified. The Original Agreement is in all
respects ratified and confirmed,and this Acknowledgment and Joinder shall be
deemed part of the Original Agreement in the manner and to the extent herein and
therein provided.
Section 6. Governing Law. This Acknowledgment and Joinder shall be
governed and construed according to the laws of the State of New York, without
regard to its rules for conflicts of laws.
Section 7. Counterparts; Section Headings. This Acknowledgment and Joinder
may be executed in any number of counterparts, each of which shall be deemed an
original, but all of which together can constitute one and the same instrument.
The headings and titles herein are for convenience of reference only and are to
be ignored in any construction of the provisions hereof.
[Remainder of page intentionally left blank.]
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IN WITNESS WHEREOF, this Acknowledgment and Joinder has been executed by
each of the parties hereto, and shall be effective as of the date first above
written.
/s/ Xxxxxxx X. Xxxxx
------------------------------------------
XXXXXXX X. XXXXX, individually, and as
Trustee of the Xxxxxxx X. Xxxxx 2004
Grantor Retained Annuity Trust
XXXXX FAMILY LLC
By /s/ Xxxxxx X. Xxxxxx
----------------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Manager
/s/ Xxxxxxxx X. Xxxxx
-------------------------------------------
XXXXXXXX X. XXXXX, individually, and as a
Trustee of the Xxxxx Descendants Trust,
the Xxxxx Grandchildren Trust,
the Xxxxx Spouse Trust, the Xxxxx Progeny
Trust, the D.C. Xxxxxxxx Trust and CFD
Trust No. 1
/s/ Xxxxxxx X. Xxxxx-Xxxxxxx
-------------------------------------------
XXXXXXX X. XXXXX-XXXXXXX, individually,
and as a Trustee of the Xxxxx Descendants
Trust, the Xxxxx Grandchildren Trust,
the Xxxxx Spouse Trust, the Xxxxx Progeny
Trust, the D.C. Xxxxxxx Trust and CFD
Trust No. 2
/s/ Xxxxxxxx Xxxxx Xxxxx
-------------------------------------------
XXXXXXXX XXXXX XXXXX, individually, and
as a Trustee of the Xxxxx Descendants Trust
,the Xxxxx Grandchildren Trust,
the Xxxxx Spouse Trust, the Xxxxx Progeny
Trust, the D.C. Xxxxxxxx Trust and CFD
Trust No. 3
/s/ Xxxxxxx X. Xxxxx
------------------------------------------
XXXXXXX X. XXXXX, individually, and as a
Trustee of the D.C. Patrick Trust, the Xxxx
Xxxxx 1989 Trust and CFD Trust No. 4
/s/ Xxxxxx X. Xxxxx
-------------------------------------------
XXXXXX X. XXXXX, individually, and as a
Trustee of the X.X. Xxxxxx Trust and CFD
Trust No. 5
/s/ Xxxx X. Xxxxx
-------------------------------------------
XXXX X. XXXXX, not individually, but solely
as a Trustee of Xxxxx Descendants Trust,
the Xxxxx Grandchildren Trust,
the Xxxxx Spouse Trust, the Xxxxx Progeny
Trust, the D.C. Xxxxxxxx Trust, the D.C.
James Trust, the CFD Trust # 10 and CFD
Trust Nos. 1 and 6
/s/ Xxxx X. Xxxxx
-------------------------------------------
XXXX X. XXXXX, not individually, but solely
as a Trustee of the D.C. Xxxxxxx Trust, the
D.C. Patrick Trust, and CFD Trust Nos. 2
and 4
/s/ Xxxxxxx X. Xxxxx
-------------------------------------------
XXXXXXX X. XXXXX, not individually, but
solely as a Trustee of the D.C. Xxxxxxxx
Trust, the X.X. Xxxxxx Trust, and CFD
Trust Nos. 3 and 5
/s/ Xxxxxxxx X. Xxxxx
-------------------------------------------
XXXXXXXX X. XXXXX, not individually, but
solely as a Trustee of the Xxxxxxx X. Xxxxx
2001 Family Trust
/s/ Xxxxx X. Xxxxx
-------------------------------------------
XXXXX X. XXXXX, individually, and as a
Trustee of the Xxxxxxx X. Xxxxx 2001 Family
Trust
SCHEDULE A
STOCKHOLDER SHARES OF CLASS B COMMON STOCK
---------------------------------------------- ------------------------------
Xxxxxxx X. Xxxxx 24,991,398
Xxxxx Family LLC 7,977,325
Xxxxx Descendants Trust 37,493
Trustees: Xxxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx-Xxxxxxx
Xxxxxxxx Xxxxx Xxxxx
Xxxx X. Xxxxx
Xxxxx Progeny Trust 19,145
Trustees: Xxxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx-Xxxxxxx
Xxxxxxxx Xxxxx Xxxxx
Xxxx X. Xxxxx
Xxxxx Grandchildren Trust 26,325
Trustees: Xxxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx-Xxxxxxx
Xxxxxxxx Xxxxx Xxxxx
Xxxx X. Xxxxx
Xxxxx Spouse Trust 3,637
Trustees: Xxxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx-Xxxxxxx
Xxxxxxxx Xxxxx Xxxxx
Xxxx X. Xxxxx
D.C. Xxxxxxxx Trust 1,934,443
Trustees: Xxxxxxxx X. Xxxxx
Xxxx X. Xxxxx
D.C. Xxxxxxx Trust 1,934,443
Trustees: Xxxxxxx X. Xxxxx-Xxxxxxx
Xxxx X. Xxxxx
STOCKHOLDER SHARES OF CLASS B COMMON STOCK
---------------------------------------------- ------------------------------
D.C. Xxxxxxxx Trust 1,878,085
Trustees: Xxxxxxxx Xxxxx Xxxxx
Xxxxxxx X. Xxxxx
X.X. Xxxxxxx Trust 1,878,085
Trustees: Xxxxxxx X. Xxxxx
Xxxx X. Xxxxx
X.X. Xxxxxx Trust 1,934,443
Trustees: Xxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
X.X. Xxxxx Trust 1,934,443
Trustees: Xxxxx X. Xxxxx
Xxxx X. Xxxxx
CFD Trust No. 1 1,741,481
Trustees: Xxxxxxxx X. Xxxxx
Xxxx X. Xxxxx
CFD Trust No. 2 1,741,481
Trustees: Xxxxxxx X. Xxxxx-Xxxxxxx
Xxxx Xxxxx
CFD Trust No. 3 1,685,123
Trustees: Xxxxxxxx Xxxxx Xxxxx
Xxxx Xxxxx
CFD Trust No. 4 1,665,978
Trustees: Xxxxxxx X. Xxxxx
Xxxx Xxxxx
CFD Trust No. 5 1,773,391
Trustees: Xxxxxx X. Xxxxx
Xxxx Xxxxx
CFD Trust No. 6 1,773,391
Trustees: Xxxxx X. Xxxxx
Xxxx X. Xxxxx
CFD Trust # 10 596,423
STOCKHOLDER SHARES OF CLASS B COMMON STOCK
---------------------------------------------- ------------------------------
Trustee: Xxxx X. Xxxxx
Xxxx Xxxxx 1989 Trust 60,627
Trustee: Xxxxxxx X. Xxxxx
Xxxxxxx Xxxxxx 1989 Trust 60,627
Trustee: Xxxxx X. Xxxxx
Xxxxxxx Xxxxx 0000 Trust 60,627
Trustee: Xxxxx X. Xxxxx
Xxxx Xxxxx 1989 Trust 60,627
Trustee: Xxxxx X. Xxxxx
Xxxxxxx X. Xxxxx 2001 Family Trust 5,945,196
Trustees: Xxxxx X. Xxxxx
Xxxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx 2004 Grantor Retained Annuity 5,500,000
Trust
Trustee: Xxxxxxx X. Xxxxx
SCHEDULE B
CLASS B STOCKHOLDER ADDRESS FOR NOTICES
--------------------------------------- ---------------------------------
Xxxxxxx X. Xxxxx 000 Xxxx Xxxx Xxxx
Xxxxxx Xxx, Xxx Xxxx 00000
Xxxxx Family LLC c/o Dolan Family Office
Xxxxx Descendants Trust 000 Xxxxxxxxx Xxxx Xxxxx
Xxxxx Progeny Trust Xxxxxxxx, Xxx Xxxx 00000
Xxxxx Grandchildren Trust Attention: Xxxxxxx X. Xxxxxx, Xx.
Xxxxx Spouse Trust
D.C. Xxxxxxxx Trust
D.C. Xxxxxxx Trust
D.C. Xxxxxxxx Trust
D.C. Patrick Trust
X.X. Xxxxxx Trust
X.X. Xxxxx Trust
CFD Trust Xx. 0
XXX Xxxxx Xx. 0
XXX Xxxxx Xx. 0
CFD Trust Xx. 0
XXX Xxxxx Xx. 0
CFD Trust Xx. 0
XXX Xxxxx # 00
Xxxx Xxxxx 1989 Trust
Xxxxxxx Xxxxxx 1989 Trust
Xxxxxxx Xxxxx 1989 Trust
Xxxx Xxxxx 1989 Trust
Xxxxxxx X. Xxxxx 2001 Family Trust
Xxxxxxx X. Xxxxx 2004 Grantor Retained
Annuity Trust
MEMBER ADDRESS FOR NOTICES
------------------------ -----------------------------------
Xxxxxxxx X. Xxxxx 00 Xxxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxx 00000
Xxxxxxx X. Xxxxx-Xxxxxxx 00 Xxxxxx Xxxx
Xxxxxx Xxx, Xxx Xxxx 00000
Xxxxxxxx Xxxxx Xxxxx 00 Xxxxxxxx Xxxxxx
Xxxxxxxxx Xxxxxx, Xxx Xxxx 00000
Xxxxxxx X. Xxxxx 0 Xxxxxxxxx Xxxx
Xxxxx Xxxxxx, Xxx Xxxx 00000
Xxxxxx X. Xxxxx c/o Cablevision Systems Corporation
0000 Xxxxxxx Xxxxxx
Xxxxxxxx, XX 00000
Xxxxx X. Xxxxx 000 Xxxx Xxxx Xxxx
Xxxxxx Xxx, Xxx Xxxx 00000
