REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 9th, 2004 • Liberty Media Corp /De/ • Cable & other pay television services • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 3, 2004, by and among IDT Corporation, a Delaware corporation (the “Company”), and Liberty Media Corporation, a Delaware corporation (“Liberty Parent”), Microwave Holdings, L.L.C., a Delaware limited liability company (“Microwave Holdings”), Liberty TP Management, Inc., a Delaware corporation (“LTPM”), and Liberty IDTel, Inc., a Delaware corporation (“LIDTel” and, together with Liberty Parent, Microwave Holdings and LTPM, the “Stockholders”).
LIBERTY MEDIA CORPORATION 12300 Liberty Boulevard Englewood, Colorado 80112Merger Agreement • March 9th, 2004 • Liberty Media Corp /De/ • Cable & other pay television services • Delaware
Reference is made to (i) that certain Merger Agreement (the “Merger Agreement”), dated the date hereof, among IDT Corporation, a Delaware corporation (“IDT Parent”), IDTI Holdings, LLC, a Delaware limited liability company, Liberty Media Corporation, a Delaware corporation (“Liberty Parent”), and the Seller Subsidiaries (as defined in the Merger Agreement) and that certain Stock Exchange Agreement (the “Stock Exchange Agreement”), dated the date hereof, between IDT Parent and Liberty IDTel, Inc., a Delaware corporation (“Liberty IDTel”) and (ii) the Form of Registration Rights Agreement attached as Annex A to each of the Merger Agreement and the Stock Exchange Agreement (the “Registration Rights Agreement”). The purpose of this letter agreement (the “Letter Agreement”) is to set forth the agreement among IDT Parent, Liberty Parent, Liberty IDTel, and the stockholders of the Seller Subsidiaries with respect to a lock-up of the shares of IDT Parent Class B Common Stock, par value $.01 pe
TERMINATION AGREEMENTTermination Agreement • March 9th, 2004 • Liberty Media Corp /De/ • Cable & other pay television services • New York
This Termination Agreement (the “Termination Agreement”) is entered into as of March 3, 2004 by and among IDT Corporation, a Delaware corporation (“IDT”), Liberty Media Corporation, a Delaware corporation (“Liberty”) and Howard S. Jonas, an individual (the “Stockholder”).
AGREEMENT AND PLAN OF MERGER dated as of February 10, 2004 among LIBERTY IDTC HOLDINGS, INC., LIBERTY IDTC HOLDINGS 2, INC., and LIBERTY IDTC HOLDINGS 3, INC., as “Seller Subsidiaries”; LIBERTY MEDIA CORPORATION;Agreement and Plan of Merger • March 9th, 2004 • Liberty Media Corp /De/ • Cable & other pay television services • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated February 10, 2004, by and among Liberty Media Corporation, a Delaware corporation (“Liberty Parent”), Liberty IDTC Holdings, Inc., a Delaware corporation (“Liberty IDTC”), Liberty IDTC Holdings 2, Inc., a Delaware corporation (“Liberty IDTC 2”), Liberty IDTC Holdings 3, Inc., a Delaware corporation (“Liberty IDTC 3,” and together with Liberty IDTC and Liberty IDTC 2, the “Seller Subsidiaries”), IDT Corporation, a Delaware corporation (“IDT Parent”), and IDTI Holdings, LLC, a Delaware limited liability company (“IDT Subsidiary”).
STOCK EXCHANGE AGREEMENTStock Exchange Agreement • March 9th, 2004 • Liberty Media Corp /De/ • Cable & other pay television services • Delaware
STOCK EXCHANGE AGREEMENT, dated as of February 10, 2004 (this “Agreement”), between IDT Corporation, a Delaware corporation (“IDT Parent”), and Liberty IDTel, Inc., a Delaware corporation (“Liberty IDTel”).
