FORM OF TAX SHARING AGREEMENT by and among DISCOVERY HOLDING COMPANY, DISCOVERY COMMUNICATIONS, INC., ASCENT MEDIA CORPORATION, ASCENT MEDIA GROUP, LLC and ASCENT MEDIA CREATIVE SOUND SERVICES, INC. Dated as of l, 2008Tax Sharing Agreement • August 5th, 2008 • Ascent Media CORP • Cable & other pay television services • Colorado
THIS TAX SHARING AGREEMENT (this “Agreement”) is entered into by and among DISCOVERY HOLDING COMPANY, a Delaware corporation (“DHC”), DISCOVERY COMMUNICATIONS, INC., a Delaware corporation (“New DHC”), ASCENT MEDIA CORPORATION, a Delaware corporation (“Spinco”), ASCENT MEDIA GROUP, LLC, a Delaware limited liability company (“AMG”), and [ASCENT MEDIA CREATIVE SOUND SERVICES, INC.], a New York corporation (the “Audio Company”, and together with DHC, New DHC, Spinco, and AMG, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Reorganization Agreement, dated as of June 4, 2008, by and among the Parties (the “Reorganization Agreement”).
FORM OF SERVICES AGREEMENTForm of Services Agreement • August 5th, 2008 • Ascent Media CORP • Cable & other pay television services • New York
This SERVICES AGREEMENT (the “Agreement”), dated as of [ ], 2008 (the “Effective Date”), is entered into by and between Ascent Media Creative Sound Services, Inc., a New York corporation (“Company”), and Ascent Media Group, LLC, a Delaware limited liability company (“Provider”).
