FORM OF LIBERTY GLOBAL, INC. 2005 NONEMPLOYEE DIRECTOR INCENTIVE PLAN RESTRICTED SHARE UNITS AGREEMENTRestricted Share Units Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services • Colorado
THIS RESTRICTED SHARE UNITS AGREEMENT (“Agreement”) is made as of April 20, 2007 (the “Effective Date”), by and between LIBERTY GLOBAL, INC., a Delaware corporation (the “Company”), and the individual whose name, address, and social security/payroll number appear on the signature page hereto (the “Grantee”).
O3B NETWORKS LIMITED PREEMPTIVE RIGHTS AGREEMENTPreemptive Rights Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services • New York
This Preemptive Rights Agreement (the “Agreement”) is entered into as of the 4th day of January, 2008, by and among O3B Networks Limited, a private company limited by shares organized under the laws of Jersey (the “Company”), LGI Ventures B.V. (the “Preferred Investor”), and each of the persons and entities listed on Exhibit A hereto (the “Initial Common Investors” and, together with the Preferred Investor, the “Investors”).
O3B NETWORKS LIMITED RIGHT OF FIRST OFFER AGREEMENT (Initial Common Investor)First Offer Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services • New York
This Right of First Offer Agreement (the “Agreement”) is entered into as of the 4th day of January, 2008, by and among O3B Networks Limited, a private company limited by shares organized under the laws of Jersey (the “Company”), LGI Ventures B.V. (the “Preferred Investor”), Gregory Wyler (the “Founder”) and John Dick (the "Initial Common Investor”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services • Colorado
This Assignment and Assumption Agreement (this “Assignment”), dated as of August 15, 2007, is from Old UGC, Inc., a Delaware corporation formerly known as UnitedGlobalCom, Inc. (the “Assignor”), and UnitedGlobalCom, Inc, a Delaware corporation (the “Assignee”), and relates to that certain Split Dollar Life Insurance Agreement (the “Split Dollar Agreement”) made effective on February 15, 2001, between Assignor and Mark L. Schneider, Tina M. Wildes and Carla G. Shankle, as trustees under The Gene W. Schneider 2001 Trust, dated February 12, 2001 (the “Trust”). Capitalized terms used but not defined herein have the meanings given to them in the Split Dollar Agreement.
FORM OF AGREEMENTAircraft Time Sharing Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services • Colorado
This Aircraft Time Sharing Agreement (“Agreement”) is effective as of the ___day of _________ ____, 200___(“Effective Date”), by and between UIM Aircraft, LLC, a Colorado limited liability company, with an address of 12300 Liberty Boulevard, Englewood, Colorado 80112 (“Lessor”), and _______________, with an address of ___________________________(“Lessee”);
VTR GLOBALCOM S.A. GRANT AGREEMENT FOR U.S. TAXPAYERSPhantom Sar Plan Grant Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services
This Phantom SAR Plan Grant Agreement (the “Agreement”) is entered into by VTR GlobalCom S.A. (the “Company”) and Mauricio Ramos (the “Grantee”), in accordance with the VTR GlobalCom S.A. 2006 Phantom SAR Plan (the “Plan”). Capitalized terms used but not defined herein shall have the meaning ascribed to such terms under the Plan.
O3B NETWORKS LIMITED RIGHT OF FIRST OFFER AGREEMENT (New Investor)Right of First Offer Agreement • February 26th, 2008 • Liberty Global, Inc. • Cable & other pay television services • New York
This Right of First Offer Agreement (the “Agreement”) is entered into as of the 4th day of January, 2008, by and among O3B Networks Limited, a private company limited by shares organized under the laws of Jersey (the “Company”), LGI Ventures B.V. (the “Preferred Investor”), Gregory Wyler (the “Founder” and, together with the Preferred Investor, the “Existing Investors”), and each of the persons and entities listed on Exhibit A hereto, as such Exhibit may be amended in accordance with the terms hereof (individually, a “New Investor” and collectively, the “New Investors”).
