AMENDMENT AGREEMENTAmendment Agreement • June 30th, 2005 • Titan Cable PLC • Cable & other pay television services
TELEWEST COMMUNICATIONS PLC TELEWEST FINANCE (JERSEY) LIMITED TELEWEST GLOBAL, INC. LIBERTY MEDIA INTERNATIONAL, INC. VOTING AGREEMENTVoting Agreement • June 30th, 2005 • Titan Cable PLC • Cable & other pay television services • New York
This Agreement (as the same may be amended, modified or supplemented from time to time in accordance with the terms hereof, this "Agreement") is entered into by (i) Telewest Communications plc ("Telewest" or the "Company"), (ii) Telewest Finance (Jersey) Limited ("Telewest Jersey"), (iii) Telewest Global, Inc. ("New Telewest") and (iv) Liberty Media International, Inc. on behalf of itself and each of its affiliates ("Liberty") which is a beneficial owner of, or has the right to vote and direct the disposition of, certain high yield notes issued under one or more of (a) the Indenture dated as of October 3, 1995 between Telewest and The Bank of New York as trustee relating to the 9.625% Senior Debentures due 2006 of Telewest; (b) the Indenture dated as of February 19, 1999 between Telewest and The Bank of New York as trustee relating to the 5.25% Senior Convertible Notes due 2007 of Telewest; (c) the Indenture dated as of October 3, 1995 between Telewest and The Bank of New York as trust
TELEWEST COMMUNICATIONS PLC TELEWEST FINANCE (JERSEY) LIMITED VOTING AGREEMENTVoting Agreement • June 30th, 2005 • Titan Cable PLC • Cable & other pay television services • New York
This Agreement (as the same may be amended, modified or supplemented from time to time in accordance with the terms hereof, this "Agreement") is entered into by (i) Telewest Communications plc ("Telewest" or the "Company"), (ii) Telewest Finance (Jersey) Limited ("Telewest Jersey") and (iii) the undersigned noteholder (the "Consenting Noteholder"), which is a beneficial owner of, or has the right to vote and direct the disposition of, certain high yield notes issued under one or more of (a) the Indenture dated as of October 3, 1995 between Telewest and The Bank of New York as trustee relating to the 9.625% Senior Debentures due 2006 of Telewest; (b) the Indenture dated as of February 19, 1999 between Telewest and The Bank of New York as trustee relating to the 5.25% Senior Convertible Notes due 2007 of Telewest; (c) the Indenture dated as of October 3, 1995 between Telewest and The Bank of New York as trustee relating to the 11% Senior Discount Debentures due 2007 of Telewest; (d) the
TELEWEST COMMUNICATIONS PLC TELEWEST FINANCE (JERSEY) LIMITED IDT CORPORATION VOTING AGREEMENTVoting Agreement • June 30th, 2005 • Titan Cable PLC • Cable & other pay television services • New York
This Agreement (as the same may be amended, modified or supplemented from time to time in accordance with the terms hereof, this "Agreement") is entered into by (i) Telewest Communications plc ("Telewest" or the "Company"), (ii) Telewest Finance (Jersey) Limited ("Telewest Jersey") and (iii) IDT Corporation on behalf of itself and each of its subsidiaries (as defined in section 736 of the Companies Act 1985, as amended (the "1985 Act")) ("IDT"). IDT shall procure that the registered owners of certain shares in the Company vote in connection with a proposed financial restructuring of the Company and Telewest Jersey, the principal terms of which are described in Appendix 1 attached hereto (the "Financial Restructuring").
