Common use of INDEX OF SCHEDULES AND EXHIBITS Clause in Contracts

INDEX OF SCHEDULES AND EXHIBITS. Schedules Schedule 1.1(p) Management, Retention and Sale Bonuses; Other Closing Date Current Liabilities Schedule 1.1(q) Closing Date Working Capital Schedule 1.1(w) Rebuild Schedule 1.1(y) Deferred Revenue Schedule 1.1(ee) Discounts and Promotions Schedule 1.1(jj) Additional Excluded Liabilities Schedule 1.1(lll) Material Consents Schedule 1.1(ppp)(1) Operating Cash Flow Adjustments — Force Majeure Events Schedule 1.1(ppp)(2) Operating Cash Flow Adjustments — Other Adjustments Schedule 1.1(gggg) Reference Accounting Principles Schedule 1.1(llll) Retained Programming Agreements Schedule 2.2(e) Retained Intellectual Property Rights Schedule 2.2(i) Transferred Assets Schedule 3.2(d) Tax Matters Schedule 4.1 Joint Venture Existence Schedule 4.2(b) Company Required Consents Schedule 4.3(f) Certain Changes Schedule 4.3(g) Certain Liabilities Schedule 4.4(b) Sufficiency of Assets Schedule 4.5(a) System Information Schedule 4.5(b) Rates and FCC Compliance Schedule 4.5(c) Copyright Registrations Schedule 4.5(d) Towers and Tower Leases Schedule 4.6 Franchises and Other Governmental Authorizations Schedule 4.7 Pole Attachment and Utility Agreement Schedule 4.8(a) Owned Real Property Schedule 4.8(b) Leases Schedule 4.9 Other Material Contracts Schedule 4.10 Employee Matters Schedule 4.11 Litigation Schedule 4.12 Taxes Schedule 4.13 Compliance with Laws Schedule 4.14 Insurance Schedule 4.16 Affiliate Transactions Schedule 4.17 Intellectual Property Schedule 4.18 Brokers’ Fees Schedule 5.2(c) Consents Schedule 5.1(f) Brokers’ Fees Schedule 5.2(d) Century Liens Schedule 5.2(e) Century Litigation Schedule 5.2(f) Brokers’ Fees Schedule 7.5 Tax Matters Schedule 7.6 Certain Employees of Sellers and Sellers’ Affiliates Schedule 7.8 Change of Business Name Schedule 7.12 Continuity of Operations Schedule 7.13 Rebuild Schedule 7.15(c)(iii) Additional Programming Agreements Schedule 7.22 Stand-Alone Conversion Schedule 9.6(a) Allocations Exhibits Exhibit A Intentionally Omitted Exhibit B Intentionally Omitted Exhibit C Transition Services Schedule of Services Exhibit D Intentionally Omitted Exhibit E 2005 Budget Exhibit F 2003 Unaudited Historical Financials Exhibit G Unaudited 2004 Financials Exhibit H Example of Closing Date Working Capital Calculation Exhibit I Example of Equivalent Subscribers Calculation Exhibit J Example of Operating Cash Flow Calculation Exhibit K Form of Investor Guaranty of Deferred Purchase Price INTEREST ACQUISITION AGREEMENT THIS INTEREST ACQUISITION AGREEMENT (“Agreement”) is made as of this 3rd day of June, 2005, by and among ML MEDIA PARTNERS, L.P., a Delaware limited partnership (“ML Media”), CENTURY COMMUNICATIONS CORPORATION, a Texas corporation (“Century”) and a debtor in possession under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”); ML Media and Century being referred to herein together as “Sellers”, and each being referred to herein individually as a “Seller”, CENTURY-ML CABLE VENTURE (the “Cable Venture”), a New York general partnership and a debtor in possession under Chapter 11 of the Bankruptcy Code, consisting of ML Media and Century, CENTURY ML CABLE CORP., a Delaware corporation d/b/a Cable TV of Greater San Xxxx (“Cable Corp.”, and together with the Cable Venture, the “Companies”), and San Xxxx Cable, LLC, a Puerto Rico limited liability company (the “Buyer”).

INDEX OF SCHEDULES AND EXHIBITS. Schedules SCHEDULES Schedule 1.1(p1.2(a) Management, Retention Owned Intellectual Property Schedule 1.2(b)(i) Excluded Licensed Intellectual Property Schedule 1.2(b)(ii) Licensed Intellectual Property and Sale Bonuses; Other Closing Date Current Liabilities Schedule 1.1(q) Closing Date Working Capital Schedule 1.1(w) Rebuild Schedule 1.1(y) Deferred Revenue Schedule 1.1(ee) Discounts and Promotions Schedule 1.1(jj) Additional Excluded Liabilities Schedule 1.1(lll) Material Consents Schedule 1.1(ppp)(1) Operating Cash Flow Adjustments — Force Majeure Events Schedule 1.1(ppp)(2) Operating Cash Flow Adjustments — Other Adjustments Schedule 1.1(gggg) Reference Accounting Principles Schedule 1.1(llll) Retained Programming Seller In-License Agreements Schedule 2.2(e1.2(c) Retained Purchased Contracts Schedule 1.2(d) Accounts Receivable Schedule 1.2(e) Tangible Personal Property Schedule 1.2(f) Permits Schedule 1.3(l) Other Assets Schedule 3.1 Organization and Good Standing Schedule 3.4 Consents and Approvals Schedule 3.5 Statement of Income Schedule 3.7 Liens Schedule 3.8 Material Contracts Schedule 3.10(b)(i) Intellectual Property Rights Schedule 2.2(i3.10(b)(ii) Transferred Assets Intellectual Property – Current Customer Deliverables Schedule 3.2(d3.10(b)(iii) Tax Matters Intellectual Property – Discontinued Customer Deliverables Schedule 4.1 Joint Venture Existence 3.10(c)(i) Intellectual Property Schedule 4.2(b3.10(c)(ii) Company Required Consents Intellectual Property Schedule 4.3(f3.10(d) Intellectual Property – Seller Out-Licenses Schedule 3.10(e)(i) Intellectual Property Schedule 3.10(e)(ii) Intellectual Property Schedule 3.10(e)(iii) Intellectual Property Schedule 3.10(f)(i) Intellectual Property – Source Code Schedule 3.10(f)(ii) Intellectual Property – Source Code Schedule 3.10(g) Intellectual Property – Form of Confidentiality, Non-Competition Schedule 3.10(h)(i) Intellectual Property Schedule 3.10(h)(ii) Intellectual Property Schedule 3.10(i) Intellectual Property – Current Customer Deliverables Schedule 3.10(j) Intellectual Property – Current Bugs Schedule 3.10(l) Intellectual Property – Royalties Schedule 3.10(m) Intellectual Property Schedule 3.10(o) Intellectual Property Schedule 3.11 Major Suppliers and Customers Schedule 3.12 Litigation Schedule 3.17 Employees Schedule 3.18 Certain Changes Schedule 4.3(g) Certain Liabilities 3.20 Brokers Schedule 4.4(b) Sufficiency of Assets Schedule 4.5(a) System Information Schedule 4.5(b) Rates and FCC Compliance Schedule 4.5(c) Copyright Registrations Schedule 4.5(d) Towers and Tower Leases Schedule 4.6 Franchises and Other Governmental Authorizations Schedule 4.7 Pole Attachment and Utility Agreement Schedule 4.8(a) Owned Real Property Schedule 4.8(b) Leases Schedule 4.9 Other Material Contracts Schedule 4.10 Employee Matters Schedule 4.11 Litigation Schedule 4.12 Taxes Schedule 4.13 Compliance with Laws Schedule 4.14 Insurance Schedule 4.16 Affiliate Transactions Schedule 4.17 Intellectual Property Schedule 4.18 Brokers’ Fees Schedule 5.2(c) Consents Schedule 5.1(f) Brokers’ Fees Schedule 5.2(d) Century Liens Schedule 5.2(e) Century Litigation Schedule 5.2(f) Brokers’ Fees Schedule 7.5 Tax Matters Schedule 7.6 Certain Employees of Sellers and Sellers’ Affiliates Schedule 7.8 Change of Business Name Schedule 7.12 Continuity of Operations Schedule 7.13 Rebuild Schedule 7.15(c)(iii) Additional Programming Agreements Schedule 7.22 Stand-Alone Conversion Schedule 9.6(a) Allocations Exhibits 3.21 Names EXHIBITS Exhibit A Intentionally Omitted Escrow Agreement Exhibit B [Intentionally Omitted omitted] Exhibit C Transition Services Schedule of Services Non-Competition Agreement Exhibit D Intentionally Omitted SDMA Sublicense Exhibit E 2005 Budget Patent License Exhibit F 2003 Unaudited Historical Financials Grant-Back License Exhibit G Unaudited 2004 Financials Trademark License Exhibit H Example of Closing Date Working Capital Calculation Sellers Disclosure Schedules Exhibit I Example of Equivalent Subscribers Calculation Key Personnel Exhibit J Example of Operating Cash Flow Calculation Maintenance Support Services Agreement Exhibit K Form of Investor Guaranty of Deferred Purchase Price INTEREST ACQUISITION AGREEMENT THIS INTEREST ACQUISITION AGREEMENT (“Customer Deliverables Escrow Agreement”) is made as of this 3rd day of June, 2005, by and among ML MEDIA PARTNERS, L.P., a Delaware limited partnership (“ML Media”), CENTURY COMMUNICATIONS CORPORATION, a Texas corporation (“Century”) and a debtor in possession under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”); ML Media and Century being referred to herein together as “Sellers”, and each being referred to herein individually as a “Seller”, CENTURY-ML CABLE VENTURE (the “Cable Venture”), a New York general partnership and a debtor in possession under Chapter 11 of the Bankruptcy Code, consisting of ML Media and Century, CENTURY ML CABLE CORP., a Delaware corporation d/b/a Cable TV of Greater San Xxxx (“Cable Corp.”, and together with the Cable Venture, the “Companies”), and San Xxxx Cable, LLC, a Puerto Rico limited liability company (the “Buyer”).

INDEX OF SCHEDULES AND EXHIBITS. Schedules Schedule 1.1(p) Management, Retention A Revolving Commitment – Pro Rata Share Schedule 1.1 Liens of Record Schedule 4.1 Schedule of Documents Schedule 5.2 Executive Offices; Corporate or Other Names; Conduct of Business Schedule 5.5 Subsidiaries Schedule 5.7 No Other Liabilities; No Material Adverse Changes Schedule 5.9 Trade Names Schedule 5.10 Litigation Schedule 5.17 Hazardous Materials Schedule 5.21 Depreciation Policies Schedule 5.22 Preferred Stock Schedule 5.23 Eligible Leases and Sale Bonuses; Other Equipment as of the Closing Date Current Liabilities Schedule 1.1(q) 7.10 Indebtedness and Guaranteed Indebtedness existing on the Closing Date Working Capital Schedule 1.1(w) Rebuild Schedule 1.1(y) Deferred Revenue Schedule 1.1(ee) Discounts and Promotions Schedule 1.1(jj) Additional Excluded Liabilities Schedule 1.1(lll) Material Consents Schedule 1.1(ppp)(1) Operating Cash Flow Adjustments — Force Majeure Events Schedule 1.1(ppp)(2) Operating Cash Flow Adjustments — Other Adjustments Schedule 1.1(gggg) Reference Accounting Principles Schedule 1.1(llll) Retained Programming Agreements Schedule 2.2(e) Retained Intellectual Property Rights Schedule 2.2(i) Transferred Assets Schedule 3.2(d) Tax Matters Schedule 4.1 Joint Venture Existence Schedule 4.2(b) Company Required Consents Schedule 4.3(f) Certain Changes Schedule 4.3(g) Certain Liabilities Schedule 4.4(b) Sufficiency 7.15 Investments Existing as of Assets Schedule 4.5(a) System Information Schedule 4.5(b) Rates and FCC Compliance Schedule 4.5(c) Copyright Registrations Schedule 4.5(d) Towers and Tower Leases Schedule 4.6 Franchises and Other Governmental Authorizations Schedule 4.7 Pole Attachment and Utility Agreement Schedule 4.8(a) Owned Real Property Schedule 4.8(b) Leases Schedule 4.9 Other Material Contracts Schedule 4.10 Employee Matters Schedule 4.11 Litigation Schedule 4.12 Taxes Schedule 4.13 Compliance with Laws Schedule 4.14 Insurance Schedule 4.16 Affiliate Transactions Schedule 4.17 Intellectual Property Schedule 4.18 Brokers’ Fees Schedule 5.2(c) Consents Schedule 5.1(f) Brokers’ Fees Schedule 5.2(d) Century Liens Schedule 5.2(e) Century Litigation Schedule 5.2(f) Brokers’ Fees Schedule 7.5 Tax Matters Schedule 7.6 Certain Employees of Sellers and Sellers’ Affiliates Schedule 7.8 Change of Business Name Schedule 7.12 Continuity of Operations Schedule 7.13 Rebuild Schedule 7.15(c)(iii) Additional Programming Agreements Schedule 7.22 Stand-Alone Conversion Schedule 9.6(a) Allocations Exhibits the Closing Date Exhibit A Intentionally Omitted Form of Borrowing Base Certificate Exhibit B Intentionally Omitted Form of Borrowing Notice Exhibit C Transition Services Schedule Form of Services Commitment Assignment and Acceptance Exhibit D Intentionally Omitted Form of Compliance Certificate Exhibit E 2005 Budget Form of Subsidiary Mortgage and Security Agreement Exhibit F 2003 Unaudited Historical Financials Forms of Beneficial Interest Pledge Agreement Exhibit G Unaudited 2004 Financials Forms of Owner Trustee Mortgage and Security Agreement Exhibit H Example Forms of Closing Date Working Capital Calculation Owner Trustee Guaranty Exhibit I Example Form of Equivalent Subscribers Calculation Leasing Subsidiary Security Assignment Exhibit J Example Form of Operating Cash Flow Calculation Subsidiary Guaranty Exhibit K Forms of Trust Agreement Exhibit L Form of Investor Guaranty of Deferred Purchase Price INTEREST ACQUISITION Placard FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS INTEREST ACQUISITION FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) ), is made entered into as of this 3rd day of JuneJune 7, 20052019, by and among ML MEDIA PARTNERS, L.P., a Delaware limited partnership (“ML Media”), CENTURY COMMUNICATIONS XXXXXX LEASE FINANCE CORPORATION, a Texas corporation (“Century”) and a debtor in possession under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”); ML Media and Century being referred to herein together as “Sellers”, and each being referred to herein individually as a “Seller”, CENTURY-ML CABLE VENTURE (the “Cable Venture”), a New York general partnership and a debtor in possession under Chapter 11 of the Bankruptcy Code, consisting of ML Media and Century, CENTURY ML CABLE CORP., a Delaware corporation d/b/a Cable TV of Greater San Xxxx (“Cable Corp.Borrower”), and together with the Cable Venturelenders from time to time parties hereto (collectively, the “CompaniesLenders” and individually, a “Lender”), MUFG BANK, LTD., as administrative agent (in such capacity, “Administrative Agent”), Joint Lead Arranger, Lender, Swing Line Lender and Issuing Lender, MUFG UNION BANK, N.A., as Security Agent (in such capacity, “Security Agent”), BOFA SECURITIES, INC., as Joint Lead Arranger, Joint Bookrunner and Syndication Agent (in such capacity, “Syndication Agent”), XXXXX FARGO SECURITIES, LLC,, as Joint Lead Arranger and Joint Bookrunner, XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Documentation Agent (in such capacity, “Documentation Agent”), and San Xxxx CableU.S. BANK NATIONAL ASSOCIATION, LLCCITY NATIONAL BANK and THE HUNTINGTON NATIONAL BANK, a Puerto Rico limited liability company (as Senior Managing Agents, effective as of the “Buyer”).Closing Date, with reference to the following facts:

INDEX OF SCHEDULES AND EXHIBITS. Schedules Schedule 1.1(p) Management, Retention and Sale Bonuses; Other Closing Date Current Liabilities A Revolving Commitment – Pro Rata Share Schedule 1.1(q) Closing Date Working Capital 1.1a Advance Rates Schedule 1.1(w) Rebuild 1.1b Eligible Leases Schedule 1.1(y) Deferred Revenue 1.1c Equipment Schedule 1.1(ee) Discounts and Promotions Schedule 1.1(jj) Additional 1.1d Excluded Liabilities Schedule 1.1(lll) Material Consents Schedule 1.1(ppp)(1) Operating Cash Flow Adjustments — Force Majeure Events Schedule 1.1(ppp)(2) Operating Cash Flow Adjustments — Other Adjustments Schedule 1.1(gggg) Reference Accounting Principles Schedule 1.1(llll) Retained Programming Agreements Schedule 2.2(e) Retained Intellectual Property Rights Schedule 2.2(i) Transferred Assets Schedule 3.2(d) Tax Matters Schedule 4.1 Joint Venture Existence Schedule 4.2(b) Company Required Consents Schedule 4.3(f) Certain Changes Schedule 4.3(g) Certain Liabilities Schedule 4.4(b) Sufficiency of Assets Schedule 4.5(a) System Information Schedule 4.5(b) Rates and FCC Compliance Schedule 4.5(c) Copyright Registrations Schedule 4.5(d) Towers and Tower Leases Schedule 4.6 Franchises and Other Governmental Authorizations Schedule 4.7 Pole Attachment and Utility Agreement Schedule 4.8(a) Owned Real Property Schedule 4.8(b) Leases Schedule 4.9 Other 1.1e Material Contracts Schedule 4.10 Employee Matters 1.1f Permitted Indebtedness Schedule 4.11 1.1g Permitted Liens/Liens of Record Schedule 1.1h Schedule of Documents Schedule 1.1i Spot Market Assets Schedule 5.2 Executive Offices; Corporate or Other Names; Conduct of Business Schedule 5.7 No Other Liabilities; No Material Adverse Changes Schedule 5.9 Trade Names Schedule 5.10 Litigation Schedule 4.12 Taxes 5.17 Hazardous Materials Schedule 4.13 Compliance with Laws Schedule 4.14 5.19 Insurance Schedule 4.16 Affiliate Transactions 5.22 Depreciation Policies Schedule 4.17 Intellectual Property Schedule 4.18 Brokers’ Fees Schedule 5.2(c) Consents Schedule 5.1(f) Brokers’ Fees Schedule 5.2(d) Century Liens Schedule 5.2(e) Century Litigation Schedule 5.2(f) Brokers’ Fees Schedule 7.5 Tax Matters Schedule 7.6 Certain Employees 6.4 Insurance as of Sellers and Sellers’ Affiliates Schedule 7.8 Change of Business Name Schedule 7.12 Continuity of Operations the Closing Date Schedule 7.13 Rebuild Indebtedness and Guaranteed Indebtedness existing on the Closing Date Schedule 7.15(c)(iii) Additional Programming Agreements Schedule 7.22 Stand-Alone Conversion Schedule 9.6(a) Allocations Exhibits 7.19 Investments Existing as of the Closing Date Exhibit A Intentionally Omitted Form of Borrowing Base Certificate Exhibit B Intentionally Omitted Form of Borrowing Notice Exhibit C Transition Services Schedule Form of Services Compliance Certificate Exhibit D Intentionally Omitted Form of Commitment Assignment and Acceptance Exhibit E 2005 Budget Form of Mortgage Exhibit F 2003 Unaudited Historical Financials Form of Beneficial Interest Pledge Agreement Exhibit G Unaudited 2004 Financials Form of Owner Trustee Mortgage Exhibit H Example Form of Closing Date Working Capital Calculation Owner Trustee Guaranty Exhibit I Example of Equivalent Subscribers Calculation Exhibit J Example of Operating Cash Flow Calculation Exhibit K Form of Investor Guaranty of Deferred Purchase Price INTEREST ACQUISITION Placard THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS INTEREST ACQUISITION THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (“Agreement”) ), is made entered into as of this 3rd day of JuneFebruary 19, 20052019, by and among ML MEDIA PARTNERS, L.P., a Delaware limited partnership (“ML Media”), CENTURY COMMUNICATIONS CORPORATION, a Texas corporation (“Century”) and a debtor in possession under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”); ML Media and Century being referred to herein together as “Sellers”, and each being referred to herein individually as a “Seller”, CENTURY-ML CABLE VENTURE (the “Cable Venture”), a New York general partnership and a debtor in possession under Chapter 11 of the Bankruptcy Code, consisting of ML Media and Century, CENTURY ML CABLE between AEROCENTURY CORP., a Delaware corporation d/b/a Cable TV of Greater San Xxxx (“Cable Corp.Borrower”), and MUFG UNION BANK, N.A., together with the Cable Ventureany other Lender hereunder from time to time (collectively, the “CompaniesLenders” and individually, a “Lender”), MUFG UNION BANK, N.A., as administrative agent (in such capacity, “Agent”) and as Sole Lead Arranger, UMPQUA BANK, as Syndication Agent (in such capacity, “Syndication Agent”), ZIONS BANCORPORATION, N.A. (fka ZB, N.A.) dba California Bank & Trust, as Co-Documentation Agent (in such capacity, collectively with each other Co-Documentation Agent, “Documentation Agent”), and San Xxxx CableU.S. BANK NATIONAL ASSOCIATION, LLCas Co-Documentation Agent (in such capacity, a Puerto Rico limited liability company (the collectively with each other Co-Documentation Agent, “BuyerDocumentation Agent”)., effective as of the Closing Date, with reference to the following facts: