AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AOL HOLDINGS LLCLimited Liability Company Agreement • March 16th, 2006 • Google Inc. • Services-computer programming, data processing, etc. • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of AOL Holdings LLC, a Delaware limited liability company (the “Company”), is dated as of [ ], 2006, among Time Warner Inc., a Delaware corporation, Google Inc., a Delaware corporation (“Google”), AOL LLC, a Delaware limited liability company (“AOL”), and TW AOL Holdings Inc., a Virginia corporation (“NewCo”).
GOOGLE REGISTRATION RIGHTS AGREEMENT MARCH __, 2006Registration Rights Agreement • March 16th, 2006 • Google Inc. • Services-computer programming, data processing, etc. • New York
This Registration Rights Agreement (this “Agreement”) is made as of March __, 2006, by and among Time Warner Inc., a Delaware corporation, AOL Holdings LLC, a Delaware limited liability company (“Holdco”), and Google Inc., a Delaware corporation (“Google”). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1 hereof.
CONTRIBUTION AGREEMENT AMONG TIME WARNER INC. GOOGLE INC. and AMERICA ONLINE, INC.Contribution Agreement • March 16th, 2006 • Google Inc. • Services-computer programming, data processing, etc. • New York
This Contribution Agreement and Plan of Reorganization (this “Agreement”), dated as of March [ ], 2006, is entered into among TIME WARNER INC., a Delaware corporation (“Time Warner”), GOOGLE INC., a Delaware corporation (“Google”), and AMERICA ONLINE, INC., a Delaware corporation (“AOL”).
