VIACOM INC. $6.85% Senior Notes due 2055 Underwriting AgreementUnderwriting Agreement • December 12th, 2006 • Viacom Inc. • Cable & other pay television services • New York
Viacom Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters,” which term shall include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wachovia Capital Markets, LLC are acting as representatives (the “Representatives”), and the Underwriters propose to purchase, $750,000,000 principal amount of its 6.85% Senior Notes due 2055 (the “Firm Securities”). The Company also proposes to issue and sell, and the Underwriters propose to purchase, not more than $112,500,000 principal amount of its 6.85% Senior Notes due 2055 (the “Additional Securities”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Securities granted to the Underwriters herein. The Firm Securities and the Additional Securities are hereinafter co
