INDENTURENTL Inc /De/ • March 28th, 1997 • Cable & other pay television services • York
Exhibit 10.1 NTL INCORPORATED (formerly NTL Communications Corp.) $558,249,000 Aggregate Principal Amount at Maturity (Exclusive of PIK Notes) 19% Senior Secured Notes due 2010 500,000 shares of Common Stock, $0.01 par value P U R C H A S E A G R E E...Purchase Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 10.6 [TRAVERS SMITH BRAITHWAITE} logo Dated January 9, 2003 (1) NTL INCORPORATED (TO BE RENAMED NTL EUROPE, INC.) (2) NTL COMMUNICATIONS CORP. (TO BE RENAMED NTL INCORPORATED) DEMERGER AGREEMENT THIS AGREEMENT is made on January 10, 2003...Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone)
1) This Table of Contents does not constitute a part of this Agreement or have any bearing upon the interpretation of any of its terms or provisions. i 3Warrant Agreement • September 17th, 1998 • NTL Inc /De/ • Cable & other pay television services • New York
INTERNATIONAL CABLETEL INCORPORATED SHARE PURCHASE AGREEMENT ________________________________ SHARE PURCHASE AGREEMENT ------------------------Share Purchase Agreement • November 25th, 1996 • International Cabletel Inc • Cable & other pay television services
EXHIBIT 10.25Severance Agreement • September 26th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
NTL COMMUNICATIONS CORP. (to be renamed NTL INCORPORATED on the Plan Effective Date) as New NTL COMMUNICATIONS CABLE FUNDING CORP. as ParentCredit Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone)
Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL DATA In May 2000, NTL Incorporated acquired ConsumerCo and in September 1999, NTL (Delaware), Inc. acquired NTL Business. In March 1999, we acquired Diamond Cable Communications plc. The credit agreement...NTL Communications Corp • September 26th, 2000 • Cable & other pay television services
INDENTURE Dated as of May 15, 2001 THE CHASE MANHATTAN BANK TrusteeNTL Communications Corp • June 8th, 2001 • Telephone communications (no radiotelephone) • New York
EXHIBIT 10.17 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made as of the 19th day of March, 2003, by and between NTL Incorporated, a Delaware corporation (the "Company"), and Simon Duffy (the "Executive"). WHEREAS, the Company wishes to...Employment Agreement • September 26th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • England
EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 26th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
INDENTUREIndenture • February 9th, 2001 • NTL Communications Corp • Cable & other pay television services • New York
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 26th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
3 4 any indenture, material agreement or material instrument to which the Company or any of its Material Subsidiaries is a party or by which it or any of its Material Subsidiaries is bound or any of their respective properties is subject, or violate...NTL Inc /De/ • January 27th, 1999 • Cable & other pay television services • New York
EXHIBIT 99.2 DATED: 14 August 1998 (1) TELEWEST COMMUNICATIONS PLC (2) TELEWEST COMMUNICATIONS HOLDINGS LIMITED (3) COMCAST UK CABLE PARTNERS LIMITED (4) NTL INCORPORATED Agreement in respect of the rights of first refusal relating to Birmingham Cable...Agreement • August 18th, 1998 • NTL Inc /De/ • Cable & other pay television services • England
Exhibit 10.22 EMPLOYMENT AGREEMENT This Agreement is made as of December 6, 2000 by and between NTL Incorporated (the "Company"), and Stephen Carter (the "Executive"). 1. Duties and Scope of Employment. (a) Positions; Duties. During the Employment...Employment Agreement • October 31st, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
Exhibit 10.1 EMPLOYMENT AGREEMENT AGREEMENT dated as of December 15, 2005, by and between NTL Incorporated, a Delaware corporation (the "Company"), and Stephen Burch (the "Executive"). WHEREAS, the Company wishes to employ the Executive as President...Employment Agreement • December 21st, 2005 • NTL Inc • Telephone communications (no radiotelephone) • England and Wales
AMENDMENT NO. 1 TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • December 23rd, 1998 • NTL Inc /De/ • Cable & other pay television services • New York
AMENDMENT TO RIGHTS AGREEMENT Amendment, dated as of September 26, 2003, between NTL Incorporated, a Delaware corporation ("NTL" or the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation (the "Rights Agent"). W I T N E...Rights Agreement • September 26th, 2003 • NTL Inc • Telephone communications (no radiotelephone)
by and amongRegistration Rights Agreement • February 9th, 2001 • NTL Communications Corp • Cable & other pay television services • New York
EXHIBIT 4.16 NTL INCORPORATED PARTICIPATING PURCHASER AGREEMENTNTL Inc • September 26th, 2003 • Telephone communications (no radiotelephone) • New York
3 4 require any consent, approval, authorization or other order of any court, regulatory body, administrative agency or other governmental body, including the Federal Communications Commission, ITC, OFTEL or DTI (except such as may be required under...NTL Communications Corp • May 5th, 1999 • Cable & other pay television services • New York
CREDIT AGREEMENT MADE ON 30 MAY 2000, AS AMENDED OR WAIVED PURSUANT TO LETTERS DATED 6 JUNE 2000 AND 28 JULY 2000, AMENDMENT AGREEMENTS DATED 8 JUNE 2000, 30 JUNE 2000 AND 4 SEPTEMBER 2000, A NOVATION AGREEMENT DATED 21 FEBRUARY 2001, LETTERS OF...NTL Inc • January 10th, 2003 • Telephone communications (no radiotelephone)
600,000,000 7% CONVERTIBLE SUBORDINATED NOTES DUE 2008 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 1999 • NTL Inc /De/ • Cable & other pay television services • New York
INDENTUREIndenture • January 24th, 2000 • NTL Communications Corp • Cable & other pay television services • New York
Exhibit 4.8 $1,150,000,000 6 3/4% CONVERTIBLE SENIOR NOTES DUE 2008 REGISTRATION RIGHTS AGREEMENT Dated as of May 15, 2001Registration Rights Agreement • June 8th, 2001 • NTL Communications Corp • Telephone communications (no radiotelephone) • New York
EXHIBIT 10.18 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made as of the 4th day of March, 2003, by and between NTL Incorporated, a Delaware corporation (the "Company"), and Howard Kalika (the "Executive"). WHEREAS, the Company wishes to...Employment Agreement • September 26th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
Exhibit 10.4 TAX SHARING AGREEMENTTax Sharing Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
3 4 any indenture, material agreement or material instrument to which the Company or any of its Material Subsidiaries is a party or by which it or any of its Material Subsidiaries is bound or any of their respective properties is subject, or violate...NTL Communications Corp • May 5th, 1999 • Cable & other pay television services • New York
625,000,000 11 1/2% SENIOR NOTES DUE 2008 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 1999 • NTL Inc /De/ • Cable & other pay television services • New York
Exhibit 4.2 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 4 RIGHTS AGREEMENT Dated as of January 10, 2003 By and between NTL INCORPORATEDRights Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
1 AGREEMENT FOR THE SALE AND PURCHASE OF THE VISION NETWORKS UK GROUP This sale and purchase agreement, hereinafter referred to as the "Agreement", is entered into on this 16th day of June 1998 by and between VISION NETWORKS III B.V., a private...1 Agreement • October 5th, 1998 • NTL Inc /De/ • Cable & other pay television services • England and Wales
Exhibit 5 Dated January 10, 2003 -------------------------------------------------- (1) NTL INCORPORATED (FORMERLY NAMED NTL COMMUNICATIONS CORP.) (2) NTL EUROPE, INC. (FORMERLY NAMED NTL INCORPORATED) TRANSITIONAL SERVICES AGREEMENT...Transitional Services Agreement • January 10th, 2003 • NTL Inc • Telephone communications (no radiotelephone) • New York
625,000,000 11-1/2% SENIOR NOTES DUE 2008 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 27th, 1999 • NTL Inc /De/ • Cable & other pay television services • New York
