FORM OF LIBERTY MEDIA INTERNATIONAL, INC. 2004 INCENTIVE PLAN (AS AMENDED AND RESTATED EFFECTIVE MARCH 9, 2005)Non-Qualified Stock Option Agreement • April 28th, 2005 • Liberty Media International Inc • Cable & other pay television services • Colorado
EXECUTION VERSION AMENDED AND RESTATED OPERATING AGREEMENTOperating Agreement • March 14th, 2005 • Liberty Media International Inc • Cable & other pay television services • Delaware
EXHIBIT 10.13 FORM OF INDEMNIFICATION AGREEMENT (DIRECTORS)Indemnification Agreement • March 14th, 2005 • Liberty Media International Inc • Cable & other pay television services • Delaware
FORM OF LIBERTY MEDIA INTERNATIONAL, INC. 2004 NONEMPLOYEE DIRECTOR INCENTIVE PLAN (AS AMENDED AND RESTATED EFFECTIVE APRIL 1, 2005)Non-Qualified Stock Option Agreement • April 28th, 2005 • Liberty Media International Inc • Cable & other pay television services • Colorado
REORGANIZATION AGREEMENT among Liberty Media Corporation, Liberty Media International Holdings, LLC and Liberty Media International, Inc. Dated as of May 20, 2004Reorganization Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Delaware
FORM OF SERVICES AGREEMENTServices Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
This Services Agreement (this "Agreement") is entered into effective as of June 7, 2004 (the "Effective Date") by and between Liberty Media International, Inc., a Delaware corporation (the "Company"), and UnitedGlobalCom, Inc., a Delaware corporation ("Provider").
LIBERTY MEDIA INTERNATIONAL, INC. 2004 INCENTIVE PLAN FORM OF NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
THIS NON-QUALIFIED STOCK OPTION AGREEMENT ("Agreement") is made as of , 2004 (the "Effective Date"), by and between LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation (the "Company"), and the individual whose name, address and social security number appear on the signature page hereto (the "Grantee").
AGREEMENT AND PLAN OF MERGER By and Among NEW CHEETAH, INC. LIBERTY MEDIA INTERNATIONAL, INC. UNITEDGLOBALCOM, INC. CHEETAH ACQUISITION CORP. TIGER GLOBAL ACQUISITION CORP. Dated as of January 17, 2005Merger Agreement • January 19th, 2005 • Liberty Media International Inc • Cable & other pay television services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of this 17th day of January, 2005, by and among New Cheetah, Inc., a Delaware corporation (“HoldCo”), Liberty Media International, Inc., a Delaware corporation (“LMI”), UnitedGlobalCom, Inc., a Delaware corporation (“UGC”), Cheetah Acquisition Corp., a Delaware corporation (“LMI Merger Sub”), and Tiger Global Acquisition Corp., a Delaware corporation (“UGC Merger Sub”).
LIBERTY JAPAN, INC. FORM OF STOCKHOLDERS' AGREEMENTStockholders' Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Delaware
THIS STOCKHOLDERS' AGREEMENT (the "Agreement") is entered into as of May 21, 2004 (the "Effective Date"), by and among LIBERTY MEDIA CORPORATION, a Delaware corporation ("LMC"), LIBERTY JAPAN VI, LLC, a Delaware limited liability company ("Japan VI"), LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation ("LMI"), LIBERTY MEDIA INTERNATIONAL HOLDINGS, LLC, a Delaware limited liability company ("LMINT LLC"), LIBERTY HOLDINGS JAPAN, INC., a Delaware corporation ("Holdings Japan"), and LIBERTY JAPAN, INC., a Delaware corporation (the "Corporation"). Each of Japan VI and Holdings Japan is referred to in this Agreement individually as a "Shareholder" or as a "Stockholder," and are referred to together in this Agreement as the "Shareholders" or as the "Stockholders."
LIBERTY JUPITER, INC. STOCKHOLDERS' AGREEMENTStockholders' Agreement • April 2nd, 2004 • Liberty Media International Inc • Colorado
THIS STOCKHOLDERS' AGREEMENT (the "Agreement") is entered into this 24th day of April, 2000 (the "Effective Date"), by and among LIBERTY MEDIA CORPORATION, a Delaware corporation ("LMC"), Robert R. Bennett ("Bennett"), Miranda Curtis ("Curtis"), Graham Hollis ("Hollis"), Yasushige Nishimura ("Nishimura") and Liberty Jupiter, Inc., a Delaware corporation (the "Corporation"). Each of LMC, Curtis, Hollis, Nishimura and Bennett is referred to in this Agreement individually as a "Shareholder," and are referred to collectively in this Agreement as "Shareholders."
JOINT FILING AGREEMENTJoint Filing Agreement • June 11th, 2004 • Liberty Media International Inc • Cable & other pay television services
JOINT FILING AGREEMENT, dated as of June 10, 2004, by and between Liberty Media International, Inc., a Delaware corporation (“LMI”), and UnitedGlobalCom, Inc., a Delaware corporation (“United”).
PURCHASE AGREEMENT (TyC)Purchase Agreement • May 3rd, 2005 • Liberty Media International Inc • Cable & other pay television services • New York
This Purchase Agreement (the “Agreement”) is made this 28th day of April, 2005, by and between Liberty Programming Argentina, LLC, a Delaware limited liability company (“LPA”), and FTR Investments Corp., a British Virgin Islands corporation (“FTR”).
LIBERTY JUPITER, INC. CLASS B AND CLASS C STOCKHOLDERS' AGREEMENTStockholders' Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Delaware
THIS STOCKHOLDERS' AGREEMENT (the "Agreement") is entered into as of May 21, 2004 (the "Effective Date"), by and among LIBERTY MEDIA CORPORATION, a Delaware corporation ("LMC"), LIBERTY JAPAN VI, LLC, a Delaware limited liability company ("Japan VI"), LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation ("LMI"), LIBERTY MEDIA INTERNATIONAL HOLDINGS, LLC, a Delaware limited liability company ("LMINT LLC"), and LIBERTY JUPITER, INC., a Delaware corporation (the "Corporation"). Each of Japan VI and LMINT LLC is referred to in this Agreement individually as a "Shareholder" or as a "Stockholder," and are referred to together in this Agreement as the "Shareholders" or as the "Stockholders."
FORM OF CREDIT FACILITYCredit Facility Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
THIS CREDIT FACILITY dated as of , 2004 is between LIBERTY MEDIA CORPORATION, a Delaware corporation ("LMC"), and LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation ("LMI").
LIBERTY JUPITER, INC. AMENDED AND RESTATED STOCKHOLDERS' AGREEMENTStockholders' Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
THIS AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT (the "Agreement") is entered into this 21st day of May, 2004, by and among LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation ("LMI"), LIBERTY MEDIA INTERNATIONAL HOLDINGS, LLC, a Delaware limited liability company ("LMINT LLC"), Robert R. Bennett ("Bennett"), Miranda Curtis ("Curtis"), Graham Hollis ("Hollis"), Yasushige Nishimura ("Nishimura"), Liberty Jupiter, Inc., a Delaware corporation (the "Corporation"), and, solely for the purposes of Section 9 of this Agreement, LIBERTY MEDIA CORPORATION, a Delaware corporation ("LMC"). Each of LMINT LLC, Curtis, Hollis, Nishimura and Bennett is referred to in this Agreement individually as a "Stockholder," and are referred to collectively in this Agreement as "Stockholders."
LIBERTY MEDIA INTERNATIONAL, INC. 2004 NONEMPLOYEE DIRECTOR INCENTIVE PLAN NON- QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 16th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
THIS NON-QUALIFIED STOCK OPTION AGREEMENT ("Agreement") is made as of [ ] (the "Effective Date"), by and between LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation (the "Company"), and the individual whose name, address, and social security number appear on the signature page hereto (the "Grantee").
FORM OF TAX SHARING AGREEMENT BETWEEN LIBERTY MEDIA CORPORATION AND LIBERTY MEDIA INTERNATIONAL, INC.Tax Sharing Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
THIS TAX SHARING AGREEMENT (this "Agreement") is entered into as of June , 2004, between Liberty Media Corporation, a Delaware corporation ("LMC"), and Liberty Media International, Inc. ("LMI"), a Delaware corporation. Capitalized terms used in this Agreement are defined herein. Unless otherwise indicated, all "Section" references in this Agreement are to sections of this Agreement.
LIBERTY MEDIA INTERNATIONAL, INC. 2004 INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 16th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
THIS NON-QUALIFIED STOCK OPTION AGREEMENT ("Agreement") is made as of [ ] (the "Effective Date"), by and between LIBERTY MEDIA INTERNATIONAL, INC., a Delaware corporation (the "Company"), and the individual whose name, address and social security number appear on the signature page hereto (the "Grantee").
FORM OF FACILITIES AND SERVICES AGREEMENTFacilities and Services Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
This Facilities and Services Agreement (this "Agreement") is made and entered into effective as of the day of , 2004 (the "Effective Date"), by and between Liberty Media International, Inc., a Delaware corporation (the "Company"), and Liberty Media Corporation, a Delaware corporation ("Provider"). For all purposes of this Agreement, all terms used in capitalized form will have the meanings set forth in Appendix A.
FORM OF AGREEMENT FOR AIRCRAFT JOINT OWNERSHIP AND MANAGEMENTJoint Ownership and Management Agreement • May 25th, 2004 • Liberty Media International Inc • Cable & other pay television services • Colorado
This Agreement for Joint Ownership and Management ("Agreement") is effective as of May 21, 2004 by and between Liberty Media Corporation with an address of 12300 Liberty Boulevard, Englewood, Co 80112 ("LMC"), and Liberty Media International, Inc. with an address of 12300 Liberty Boulevard, Englewood, Co 80112 ("LMI") (collectively, LMC and LMI are referred to as "Owners" or singularly as "Owner").
VOTING AGREEMENTVoting Agreement • January 19th, 2005 • Liberty Media International Inc • Cable & other pay television services • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of January 17, 2005, between John C. Malone (“Stockholder”) and UnitedGlobalCom, Inc., a Delaware corporation (“UGC”),
PURCHASE AGREEMENT (FPAS)Purchase Agreement • May 3rd, 2005 • Liberty Media International Inc • Cable & other pay television services • New York
This Purchase Agreement (the “Agreement”) is made this 28th day of April, 2005, by and between Liberty Pan American Sports, Inc., a Delaware corporation (“LPAS”), and Pan American Sports Enterprises Company, a Delaware corporation (“PASEC”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 11th, 2004 • Liberty Media International Inc • Cable & other pay television services
JOINT FILING AGREEMENT, dated as of June 10, 2004, by and between Liberty Media International, Inc., a Delaware corporation (“LMI”), and UnitedGlobalCom, Inc., a Delaware corporation (“United”).
LIBERTY GLOBAL, INC., UNITEDGLOBALCOM, INC. AND THE BANK OF NEW YORK as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of June 15, 2005 to INDENTURE Dated as of April 6, 2004 13/4% Convertible Senior Notes Due April 15, 2024Second Supplemental Indenture • June 16th, 2005 • Liberty Media International Inc • Cable & other pay television services • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of June 15, 2005 (this “Second Supplemental Indenture”), among LIBERTY GLOBAL, INC., a Delaware corporation (“Liberty Global”), having its principal office at 12300 Liberty Boulevard, Englewood, Colorado 80112, UNITEDGLOBALCOM, INC., a Delaware corporation (herein called the “Company”), having its principal office at 4643 South Ulster Street, Suite 1300, Denver, Colorado 80237, and THE BANK OF NEW YORK, a New York banking corporation, as Trustee (herein called the “Trustee”).
