AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT FORLimited Liability Company Agreement • April 15th, 2003 • Charter Communications Inc /Mo/ • Cable & other pay television services • Delaware
This Amended and Restated Limited Liability Company Agreement for CC VIII, LLC, a Delaware limited liability company (“Company”), is made and entered into effective as of March 31, 2003 (“Effective Date”), by and among the persons and entities listed on Schedule A attached hereto, with reference to the following facts:
ContractLetter Agreement • April 15th, 2003 • Charter Communications Inc /Mo/ • Cable & other pay television services
This letter (this “Agreement”) sets out our understanding of the agreement between CC VII Holdings, LLC (“Charter”), Mapleton Investments, LLC (“Mapleton”), and Marc Nathanson (“Nathanson”) relating to the premises at 10900 Wilshire Boulevard, and certain other arrangements as described herein.
SECOND AMENDED MANAGEMENT AGREEMENTManagement Agreement • April 15th, 2003 • Charter Communications Inc /Mo/ • Cable & other pay television services
THIS SECOND AMENDED MANAGEMENT AGREEMENT (this “Agreement”) is made as of the 8th day of November, 1999 by and among Charter Investment, Inc., a Delaware corporation (formerly known as Charter Communications, Inc.) (“Investment”), Charter Communications, Inc., A Delaware Corporation (“CCI”), and Charter Communications Operating, LLC, a Delaware limited liability company (“Charter Operating”).
Vulcan Inc. 505 Union Station 505 Fifth Avenue South, Suite 900 Seattle, WA 98104 April 14, 2003Senior Secured Credit Facility Agreement • April 15th, 2003 • Charter Communications Inc /Mo/ • Cable & other pay television services
You have requested that Vulcan Inc. (“Vulcan”) agree to, or cause one or more of its affiliates to, provide a senior secured credit facility (the “Facility”) to you (the “Borrower”), in an amount not to exceed $300 million (the “Commitment Amount”). Initially, the Facility will be utilized by the Borrower to make investments in Falcon Cable Communications, LLC (“CC VII”). The Borrower will concurrently cause CC VII to utilize loans under the Facility to repay revolving loans under its credit facility, loan an amount equal to the loans under the Facility directly to Holdings and/or distribute an amount equal to such loans to the Borrower. If CC VII makes a distribution to the Borrower, the Borrower will then distribute such amount to Charter Communications Holdings LLC (“Holdings”). Holdings will utilize the amount of such loan or distribution to make direct or indirect investments in Charter Communications Operating, LLC (“CCO”), CC VI Operating Company, LLC (“CC VI”), and CC VIII Oper
