ContractEmployment Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • New York
EMPLOYMENT AGREEMENT made and effective as of August 1, 2006 (the “Effective Date”), between TIME WARNER CABLE INC., a Delaware corporation (the “Company”), and GLENN BRITT (“You”).
ContractEmployment Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Connecticut
EMPLOYMENT AGREEMENT made as of August 31, 2005, effective as of August 1, 2005 (the “Effective Date”), between TIME WARNER ENTERTAINMENT COMPANY, L.P. (the “Company”), a subsidiary of Time Warner Cable Inc., a Delaware corporation, and LANDEL HOBBS (“You”).
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED FUNDING AGREEMENTFunding Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • New York
FIRST AMENDMENT, dated as of January 1, 2003 (this “Amendment”), to the THIRD AMENDED AND RESTATED FUNDING AGREEMENT, dated as of December 28, 2001 (the “Funding Agreement”), by and among by and among TEXAS CABLE PARTNERS, L.P., a Delaware limited partnership, TIME WARNER ENTERTAINMENT-ADVANCE/NEWHOUSE PARTNERSHIP, a New York general partnership, TWE-A/N TEXAS CABLE PARTNERS GENERAL PARTNER LLC, a Delaware limited liability company, TCI TEXAS CABLE HOLDINGS LLC, a Colorado limited liability company, TCI TEXAS CABLE, INC., a Colorado corporation, and THE CHASE MANHATTAN BANK, as administrative agent under the Credit Agreement, dated as of December 31, 1998, as amended, supplemented or otherwise modified from time to time, and solely for the purposes of being bound by Section 4 of this Amendment, AOL TIME WARNER INC., a Delaware corporation (“AOLTW”), and COMCAST CORPORATION, a Pennsylvania corporation (“Comcast”). Capitalized terms used and not defined herein shall have the meanings asc
AGREEMENT AND DECLARATION OF TRUSTAgreement and Declaration of Trust • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
This Agreement and Declaration of Trust (this “Agreement”) is entered into as of December 18, 2003, by and between Kansas City Cable Partners, a Colorado general partnership (the “Grantor”), and Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee hereunder (the “Delaware Trustee”).
AMENDMENT NO. 5 TO THE LIMITED PARTNERSHIP AGREEMENT OF TEXAS AND KANSAS CITY CABLE PARTNERS, L.P.Limited Partnership Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
AMENDMENT No. 5 (this “Amendment”) TO THE LIMITED PARTNERSHIP AGREEMENT OF TEXAS AND KANSAS CITY CABLE PARTNERS, L.P. (the “Partnership”), dated as of February 28, 2005, among Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), TCI Texas Cable, LLC, a Colorado limited liability company formerly known as TCI Texas Cable, Inc. (“TCI GP”), Time Warner Entertainment Company, L.P., a Delaware limited partnership (“TWE”), Comcast TCP Holdings, LLC, a Delaware limited liability company (“LCM LLC”), TCI of Overland Park, Inc., a Kansas corporation (“Overland Park”), and Comcast TCP Holdings, Inc., a Delaware corporation (“Comcast Newco”) as successor in interest to Overland Park.
THIRD AMENDED AND RESTATED FUNDING AGREEMENTFunding Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • New York
THIRD AMENDED AND RESTATED FUNDING AGREEMENT, dated as of December 28, 2001 (this “Agreement”), by and among TEXAS CABLE PARTNERS, L.P., a Delaware limited partnership (the “Partnership”), TIME WARNER ENTERTAINMENT-ADVANCE/NEWHOUSE PARTNERSHIP, a New York general partnership (“TWE-A/N”), TWE-A/N TEXAS CABLE PARTNERS GENERAL PARTNER LLC, a Delaware limited liability company (“TWE-A/N GP” and, together with TWE-A/N, the “TWE-A/N Parties”), TCI TEXAS CABLE HOLDINGS LLC, a Colorado limited liability company (“TCI”), TCI TEXAS CABLE, INC., a Colorado corporation (“TCI GP” and, together with TCI, the “TCI Parties” and, together with the TWE-A/N Parties and TCI, the “Partners”), and THE CHASE MANHATTAN BANK, as administrative agent under the Credit Agreement (as defined below) (the “Administrative Agent”).
TIME WARNER CABLE LETTERHEAD December 19, 2005 Mike LaJoie Executive Vice President, Chief Technology Officer Time Warner Cable 290 Harbor Drive Stamford, CT 06902 Dear Mike:Employment Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • New York
In accordance with Section 4.10 of the Employment Agreement (the “Agreement”) dated as of June 1, 2000 between you and Time Warner Entertainment Company, LP., a subsidiary of Time Warner Cable Inc., which Agreement expires on December 31, 2005, the Company hereby offers to extend the Agreement with the same terms and conditions (except as amended below) until December 31, 2008.
AMENDMENT NO. 4 TO THE LIMITED PARTNERSHIP AGREEMENT OF TEXAS CABLE PARTNERS, L.P.Limited Partnership Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
AMENDMENT No. 4 (this “Amendment”) TO THE LIMITED PARTNERSHIP AGREEMENT OF TEXAS CABLE PARTNERS, L.P., dated as of May 1, 2004, among Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”), Time Warner Entertainment Company, L.P., a Delaware limited partnership (“TWE”), Comcast TCP Holdings, LLC, a Delaware limited liability company (“LCM LLC”) as successor in interest to TCI of Missouri, Inc. (formerly known as Liberty Cable of Missouri, Inc.), a Missouri corporation (“LCM”), and TCI of Overland Park, Inc., a Kansas corporation (“Overland Park”).
LIMITED PARTNERSHIP AGREEMENT OF TEXAS CABLE PARTNERS, L.P. (a Delaware limited partnership) Dated as of June 23, 1998Limited Partnership Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
This Limited Partnership Agreement of Texas Cable Partners, L.P., a Delaware limited partnership (the “Partnership”), is made as of this 23rd day of June, 1998, by and between Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner, a Delaware limited liability company (“TWE-A/N GP”), TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), and TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”).
AMENDMENT NO. 1 TO PARTNERSHIP AGREEMENTPartnership Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
This Amendment (“Amendment”) is made as of this 11th day of December, 1998, by and among Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), and TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), and TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”).
AMENDMENT NO. 2 TO PARTNERSHIP AGREEMENTPartnership Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
This Amendment (“Amendment”) is made as of the 16th day of May, 2000 by and among Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), and TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), and TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”).
SECOND AMENDMENT TO THIRD AMENDED AND RESTATED FUNDING AGREEMENTFunding Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • New York
SECOND AMENDMENT, dated as of December 1, 2003 (this “Amendment”), to the Third Amended and Restated Funding Agreement, dated as of December 28, 2001, as amended by the First Amendment, dated as of January 1, 2003 (as amended, the “Funding Agreement”), by and among Texas Cable Partners, L.P., a Delaware limited partnership (the “Partnership”), Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), Time Warner Entertainment Company, L.P., a Delaware limited partnership (“TWE”), TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”), TCI of Missouri, Inc. (formerly known as Liberty Cable of Missouri, Inc.), a Missouri corporation (“LCM”), TCI of Overland Park, Inc., a Kansas corporation (“Overland Park”), and JPMORGAN CHASE BANK, as administrative agent under the Cr
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TIME WARNER NY CABLE LLC (a Delaware limited liability company) Dated as of July 28, 2006Limited Liability Company Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of TIME WARNER NY CABLE LLC (the “Company”), dated as of July 28, 2006, is adopted and entered into by and among TW NY Cable Holding Inc. (the “Common Equity Member”) and the persons listed on the signature pages hereto as Series A Members (the “Series A Members” and, together with the Common Equity Member, the “Members”) pursuant to and in accordance with the Limited Liability Company Act of the State of Delaware (6 Del. C. § 18-101 et seq.), as amended from time to time (the “Act”).
AMENDMENT NO. 1 TO THE AGREEMENT OF MERGER AND TRANSACTION AGREEMENTAgreement of Merger and Transaction Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
AMENDMENT No. 1 (this “Amendment”) TO THE AGREEMENT OF MERGER AND TRANSACTION AGREEMENT, dated as of December 19, 2003, among Texas Cable Partners, L.P., a Delaware limited partnership (“TCP”), Kansas City Cable Partners, a Colorado general partnership (“KCCP”), Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), Time Warner Entertainment Company, L.P., a Delaware limited partnership (“TWE”), TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”), TCI of Missouri, Inc. (formerly known as Liberty Cable of Missouri, Inc.), a Missouri corporation (“LCM”), Comcast TCP Holdings, LLC, a Delaware limited liability company (“LCM LLC”) as successor in interest to LCM, TCI of Overland Park, Inc., a Kansas corporation (“Overland Park”), Comcast Corporation, a Pennsylvania
CONTRIBUTION AND SUBSCRIPTION AGREEMENTContribution and Subscription Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • New York
This CONTRIBUTION AND SUBSCRIPTION AGREEMENT, dated July 28, 2006 (this “Agreement”), by and among AMERICAN TELEVISION AND COMMUNICATIONS CORPORATION, a Delaware corporation (“ATC”), TW NY CABLE HOLDING INC., a Delaware corporation (“TW NY Holding”), Time Warner NY Cable LLC, a Delaware limited liability company (“TW NY”), and TWE Holdings, L.P., a Delaware limited partnership (“TWE Holdings”). For the purposes of this Agreement, “ATC Partnership Interest” shall have the meaning set forth in the Amended and Restated Agreement of Limited Partnership of Time Warner Entertainment Company, L.P. (“TWE”), dated as of March 31, 2003, as amended (the “TWE Agreement”).
AMENDMENT NO. 3 TO PARTNERSHIP AGREEMENTPartnership Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
This Amendment (“Amendment”) is made as of this 23rd day of August, 2000 by and among Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership (“TWE-A/N”), TWE-A/N Texas Cable Partners General Partner LLC, a Delaware limited liability company (“TWE-A/N GP”), and TCI Texas Cable Holdings LLC, a Colorado limited liability company (“TCI”), and TCI Texas Cable, Inc., a Colorado corporation (“TCI GP”).
January 16, 2007 Landel Hobbs Chief Operating Officer Time Warner Cable 290 Harbor Drive Stamford, CT 06802 RE: Employment Agreement Amendment Dear Landel:Employment Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services
Pursuant to Section 11.6 of your employment agreement dated August 31, 2005 (the “Employment Agreement”), in connection with the relocation of Time Warner Cable Inc.’s (the “Company”) principal corporate offices to One Time Warner Center, New York, N.Y., the Company seeks a limited waiver of a breach of Section 2(iv) (place for performance of your services) of the Employment Agreement.
January 16, 2007 Glenn Britt President and Chief Executive Officer Time Warner Cable 290 Harbor Drive Stamford, CT 06802 Dear Glenn:Employment Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services
Pursuant to Section 12.6 of your employment agreement dated August 1, 2006 (the “Employment Agreement”), in connection with the relocation of Time Warner Cable Inc.’s (the “Company”) principal corporate offices to One Time Warner Center, New York, N.Y., the Company seeks a limited waiver of a breach of Section 2.4 (Place of Performance) of the Employment Agreement.
MASTER DISTRIBUTION, DISSOLUTION AND COOPERATION AGREEMENTMaster Distribution, Dissolution and Cooperation Agreement • February 13th, 2007 • Time Warner Cable Inc. • Cable & other pay television services • Delaware
This MASTER DISTRIBUTION, DISSOLUTION AND COOPERATION AGREEMENT, dated as of January 1, 2007 (this “Agreement”), is entered into by and among Texas and Kansas City Cable Partners, L.P., a Delaware limited partnership (the “Partnership”), as assignor of the assets and liabilities to be distributed hereunder, Time Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership, as assignee of the other TWI Partner (the “TWI Assignee”), Comcast TCP Holdings, Inc., a Delaware corporation, as assignee of the other Comcast Partners (the “Comcast Assignee”, and together with the TWI Assignee, the “Assignees”), each of the Partners, each of the TWI Transferred Subsidiaries (as defined below), each of the Comcast Transferred Subsidiaries (as defined below) and Comcast Distribution LLC (as defined below). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings ascribed to them in the Partnership Agreement (as defined below).
