0000944209-99-000871 Sample Contracts

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THE COMPANY EMPLOYEE
Severance Agreement • May 20th, 1999 • TVN Entertainment Corp

This Severance Agreement is entered into as of January 23, 1996, between TVN Entertainment Corporation, a Delaware Corporation (the "Company"), and John C. McWilliams, an individual ("Employee"), with reference to the following:

EXHIBIT 4.4 WARRANT AGREEMENT
Warrant Agreement • May 20th, 1999 • TVN Entertainment Corp • New York
EXHIBIT 4.7 NOTES REGISTRATION RIGHTS AGREEMENT Dated July 29, 1998
Notes Registration Rights Agreement • May 20th, 1999 • TVN Entertainment Corp • New York
BETWEEN
Transponder Lease Agreement • May 20th, 1999 • TVN Entertainment Corp • California
EXHIBIT 99.3 [FORM OF EXCHANGE AGENT AGREEMENT]
Exchange Agent Agreement • May 20th, 1999 • TVN Entertainment Corp • New York
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