WideOpenWest, Inc. Sample Contracts

RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE WIDEOPEN WEST, INC. 2017 OMNIBUS INCENTIVE PLAN
Restricted Stock Unit Agreement • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between WideOpenWest, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the WideOpenWest, Inc. 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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RESTRICTED STOCK AGREEMENT PURSUANT TO THE WIDEOPEN WEST, INC. 2017 OMNIBUS INCENTIVE PLAN
Restricted Stock Agreement • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between WideOpenWest, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the WideOpenWest, Inc 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE WIDEOPEN WEST, INC. 2017 OMNIBUS INCENTIVE PLAN
Nonqualified Stock Option Agreement • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between WideOpenWest, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the WideOpenWest, Inc. 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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INCENTIVE STOCK OPTION AGREEMENT PURSUANT TO THE
Incentive Stock Option Agreement • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS INCENTIVE STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between WideOpenWest, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the WideOpenWest, Inc. 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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WideOpenWest, Inc. 7887 East Belleview Avenue, Suite 1000 Englewood, Colorado 80111 May 19, 2020
Letter Agreement of Employment • February 24th, 2021 • WideOpenWest, Inc. • Cable & other pay television services • New York

The purpose of this letter is to formalize the terms and conditions of your employment, and your employment relationship, with WideOpenWest, Inc. (“WOW” and together with its subsidiaries, the “Company”). Your execution of this letter (this “Agreement”), which will be deemed effective as of the date of this letter with your employment to commence on June 15, 2020 (the “Commencement Date”), will represent your acceptance of all of the terms set forth below. We are pleased to present this offer to you for your consideration.

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WideOpenWest, Inc. 7887 East Belleview Avenue, Suite 1000 Englewood, Colorado 80111
Letter Agreement of Employment • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • New York

The purpose of this letter is to formalize the terms and conditions of your employment, and your employment relationship, with WideOpenWest, Inc. (and together with its subsidiaries, the “Company”). Your execution of this letter (this “Agreement”) will represent your acceptance of all of the terms set forth below. We are pleased to present this offer to you for your consideration.

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WIDEOPENWEST, INC.
Underwriting Agreement • May 19th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • New York
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

This Indemnification Agreement (this “Agreement”) is made as of [ ], 2017 by and between WideOpenWest, Inc., a Delaware corporation (the “Corporation”), in its own name and on behalf of its direct and indirect subsidiaries, and [ ], an individual (“Indemnitee”).

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STOCKHOLDERS’ AGREEMENT
Stockholders Agreement • May 31st, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

This STOCKHOLDERS’ AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is made as of May 24, 2017, among (i) WideOpenWest, Inc. (the “Company”), (ii) the Avista Investor Group, (iii) the Crestview Investor Group (each of the Avista Investor Group and the Crestview Investor Group, an “Investor” and collectively, the “Investors”), (iv) each of the Management Stockholders named on the signature pages hereto and (v) the Persons who from time to time become stockholders of the Company and execute and deliver a Joinder Agreement, substantially as set forth on Exhibit A hereto.

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ASSET PURCHASE AGREEMENT by and between WIDEOPENWEST, INC, and WIDEOPENWEST OHIO LLC, and WIDEOPENWEST CLEVELAND LLC, and ATLANTIC BROADBAND (OH), LLC, and
Asset Purchase Agreement • July 1st, 2021 • WideOpenWest, Inc. • Cable & other pay television services • New York

This ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 30, 2021 (the “Execution Date”), by and among WideOpenWest, Inc., a Delaware corporation (“Seller”), WideOpenWest Ohio LLC, a Delaware limited liability company (“WOW Ohio”), WideOpenWest Cleveland LLC, a Delaware limited liability company, (“WOW Cleveland”), Atlantic Broadband (OH), LLC, a Delaware limited liability company (“Purchaser”) and Atlantic Broadband Finance, LLC, a Delaware limited liability company (“Parent”). Purchaser, Seller, and the Seller Subsidiaries are sometimes referred to herein collectively as the “Parties” and each as a “Party.”

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SUPER-PRIORITY CREDIT AGREEMENT Dated as of October 11, 2024, among WIDEOPENWEST FINANCE, LLC, as the Borrower, WIDEOPENWEST, INC., as Holdings, Wilmington Savings Fund Society, FSB, as Administrative Agent and Collateral Agent, and THE OTHER LENDERS...
Credit Agreement • October 15th, 2024 • WideOpenWest, Inc. • Cable & other pay television services • New York

This SUPER-PRIORITY CREDIT AGREEMENT (this “Agreement”) is entered into as of October 11, 2024, by and among WIDEOPENWEST FINANCE, LLC, a Delaware limited liability company (the “Borrower”), WIDEOPENWEST, INC., a Delaware corporation, as Holdings, Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) under the Loan Documents and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) under the Loan Documents, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 31st, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of May 24, 2017, by and among WideOpenWest, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), the Avista Investor Group (as hereinafter defined), the Crestview Investor Group (as hereinafter defined, and together with the Avista Investor Group, the “Investors”) and the other signatories hereto who execute an agreement to bound to this Agreement in the form of Exhibit A hereto and any other Person who becomes a party hereto.

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EIGHTH AMENDMENT TO CREDIT AGREEMENT WIDEOPENWEST FINANCE, LLC, as the Borrower
Credit Agreement • July 17th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • New York

CREDIT AGREEMENT, dated as of July 17, 2012, as amended by the First Amendment, dated as of April 1, 2013, the Second Amendment, dated as of November 27, 2013, the Third Amendment, dated as of May 21, 2015, the Fourth Amendment, dated as of July 1, 2015, the Fifth Amendment, dated as of May 11, 2016, the Sixth Amendment, dated as of August 19, 2016 and, the Seventh Amendment, dated as of May 31, 2017 and the Eighth Amendment, dated as of July 17, 2017 among WIDEOPENWEST FINANCE, LLC, a Delaware limited liability company (the “Borrower”), RACECAR ACQUISITION, LLC, a Delaware limited liability company (“Holdings”), WIDEOPENWEST KITE, INC. (f/k/a WIDEOPENWEST KITE, INC.), a Delaware corporation (including as successor by merger to WIDEOPENWEST CLEVELAND, INC., WIDEOPENWEST ILLINOIS, INC., WIDEOPENWEST NETWORKS, INC., WIDEOPENWEST OHIO, INC. and WOW SIGECOM, INC.) (“WOW Knology Parent”Holdings”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively,

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SEPARATION AGREEMENT
Separation Agreement • December 14th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS SEPARATION AGREEMENT (the “Agreement”) is made as of December 14, 2017, by WideOpenWest, Inc., a Delaware corporation (the “Company”), and Steven Cochran (the “Executive”).

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WideOpenWest, Inc. 7887 East Belleview Avenue, Suite 1000 Englewood, Colorado 80111
Letter Agreement of Employment • November 1st, 2019 • WideOpenWest, Inc. • Cable & other pay television services • New York

The purpose of this letter is to formalize the terms and conditions of your continued employment, and your employment relationship, with WideOpenWest, Inc. (“WOW” and together with its subsidiaries, the “Company”). Your execution of this letter (this “Agreement”), which will amend and restate in its entirety the terms and conditions of your employment relationship with the Company will be deemed effective as of the date of this letter and will represent your acceptance of all of the terms set forth below. We are pleased to present this offer to you for your consideration.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • May 15th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made May 13, 2017 (the “Effective Date”) among WideOpenWest, Inc., a Delaware corporation (the “Company”), and Steven Cochran (“Executive”). Capitalized terms used in this Agreement and not otherwise defined have the meanings assigned to such terms in Section 11.

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WideOpenWest, Inc. 7887 East Belleview Avenue, Suite 1000 Englewood, Colorado 80111
Letter Agreement of Employment • December 14th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • New York

This Letter Agreement amends and restates in its entirety the letter agreement entered into between you and WideOpenWest, Inc. (together with its subsidiaries, the “Company”), dated May 14, 2017 and formalizes the terms and conditions of your employment, and your employment relationship, with the Company. Your execution of this letter (this “Agreement”) will represent your acceptance of all of the terms set forth below. We are pleased to present this offer to you for your consideration.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • December 14th, 2017 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made December 14, 2017 (the “Effective Date”) among WideOpenWest, Inc., a Delaware corporation (the “Company”), and Teresa Elder (“Executive”). Capitalized terms used in this Agreement and not otherwise defined have the meanings assigned to such terms in Section 13.

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WideOpenWest, Inc. 7887 East Belleview Avenue, Suite 1000 Englewood, Colorado 80111 January 29, 2018
Employment Agreement • March 14th, 2018 • WideOpenWest, Inc. • Cable & other pay television services • New York

The purpose of this letter is to formalize the terms and conditions of your employment, and your employment relationship, with WideOpenWest, Inc. (“WOW” and together with its subsidiaries, the “Company”). Your execution of this letter (this “Agreement”), which will be deemed effective as of the date of this letter, will represent your acceptance of all of the terms set forth below. We are pleased to present this offer to you for your consideration.

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PERFORMANCE UNIT AGREEMENT PURSUANT TO THE WIDEOPENWEST, INC. 2017 OMNIBUS INCENTIVE PLAN
Performance Unit Agreement • November 5th, 2020 • WideOpenWest, Inc. • Cable & other pay television services • Delaware

THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between WideOpenWest, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the WideOpenWest, Inc. 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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Amendment NO. 1 TO CREDIT AGREEMENT
Credit Agreement • October 15th, 2024 • WideOpenWest, Inc. • Cable & other pay television services • New York

This CREDIT AGREEMENT (this “Agreement”) is entered into as of December 20, 2021, by and among WIDEOPENWEST FINANCE, LLC, a Delaware limited liability company (the “Borrower”), WIDEOPENWEST, INC., a Delaware corporation, as Holdings, MORGAN STANLEY SENIOR FUNDING, INC. (“MSSF”), as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) under the Loan Documents, as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) under the Loan Documents and as an Issuing Bank, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).

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