0001193125-19-224513 Sample Contracts

GOVERNANCE AGREEMENT
Governance Agreement • August 19th, 2019 • Viacom Inc. • Cable & other pay television services • Delaware
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AGREEMENT AND PLAN OF MERGER by and between CBS CORPORATION and VIACOM INC. Dated as of August 13, 2019
Agreement and Plan of Merger • August 19th, 2019 • Viacom Inc. • Cable & other pay television services • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of August 13, 2019 (this “Agreement”), is by and between CBS Corporation, a Delaware corporation (“Comet”), and Viacom Inc., a Delaware corporation (“Venus”).

SUPPORT AGREEMENT
Support Agreement • August 19th, 2019 • Viacom Inc. • Cable & other pay television services • Delaware

WHEREAS, concurrently with the execution and delivery of this Agreement, CBS and Viacom entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, among other things, the parties agreed to effect a merger of Viacom with and into CBS with CBS as the surviving corporation (the “Merger”) upon the terms and subject to the conditions set forth therein;

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