0000950123-10-014438 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services • New York

EMPLOYMENT AGREEMENT (the “Agreement”) made as of December 31, 2009, effective as of January 1, 2010 (the “Effective Date”), between TIME WARNER CABLE INC. (the “Company”), a Delaware corporation, and ROBERT D. MARCUS (“you” or “your”).

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Time Warner Cable Inc. Restricted Stock Units Agreement General Terms and Conditions
Restricted Stock Units Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services • New York

WHEREAS, Time Warner Cable Inc. (the “Company”) has adopted the Plan (as defined below), the terms of which are hereby incorporated by reference and made a part of this Restricted Stock Units Agreement (the “Agreement”); and

Time Warner Cable Inc. Non-Qualified Stock Option Agreement General Terms and Conditions
Qualified Stock Option Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services • New York

WHEREAS, Time Warner Cable Inc. (the “Company”) has adopted the Plan (as defined below), the terms of which are hereby incorporated by reference and made a part of this Non-Qualified Stock Option Agreement (the “Agreement”); and

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services

This Second Amendment (“Second Amendment”) to the Employment Agreement dated June 1, 2000 by and between TIME WARNER ENTERTAINMENT COMPANY, L.P., a subsidiary of Time Warner Cable Inc., and Carl Rossetti (the “Employment Agreement”) is made effective as of January 1, 2010.

FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TIME WARNER ENTERTAINMENT COMPANY, L.P.
Time Warner Cable Inc. • February 19th, 2010 • Cable & other pay television services • New York

WHEREAS, Time Warner Entertainment Company, L.P., a Delaware limited partnership (the “Partnership”), currently operates under an Amended and Restated Agreement of Limited Partnership, dated as of March 31, 2003 (the “Partnership Agreement”), by and among Time Warner Cable Inc. (“TWC”), TWE Holdings I Trust (“TWE Trust”), and American Television and Communications Corporation (“ATC”);

TIME WARNER CABLE INC. Addendum To RSU Agreement Acceleration of RSUs During Severance Period
Restricted Stock Unit Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services

WHEREAS, the Participant and the Company are subject to the terms of an employment agreement with an effective date prior to January 1, 2010 (“Pre-2010 Employment Agreement”);

Time Warner Cable Inc. Restricted Stock Units Agreement For Non-Employee Directors General Terms and Conditions
Time Warner Cable Inc. • February 19th, 2010 • Cable & other pay television services • New York

WHEREAS, the Company has adopted the Plan (as defined below), the terms of which are hereby incorporated by reference and made a part of this Agreement; and

THIRD AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services

This Third Amendment (“Third Amendment”) to the Employment Agreement dated June 1, 2000 by and between TIME WARNER ENTERTAINMENT COMPANY, L.P., a subsidiary of Time Warner Cable Inc., and Mike LaJoie (the “Employment Agreement”) is made effective as of January 1, 2010.

November 23, 2009 Carl Rossetti Time Warner Cable Inc. 60 Columbus Circle New York, New York 10023 Dear Carl:
Employment Termination Agreement • February 19th, 2010 • Time Warner Cable Inc. • Cable & other pay television services

In accordance with the provisions of Section 1 of the Amended and Restated Employment Termination Agreement (the “Agreement”) dated as of June 1, 2000, as amended, between you and Time Warner Entertainment Company, L.P., a subsidiary of Time Warner Cable Inc. (the “Company”), notice is hereby given to you of the Company’s determination to extend the term of the Agreement for an additional year with a minimum base salary of $500,000 and a bonus target of 100% of your base salary.

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