AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (Re: Interests in Estuaries Cable Limited Partnership) Dated January 19, 2010 between TCI/US WEST CABLE COMMUNICATIONS GROUP THESEUS NO. 1 LIMITED and THESEUS NO. 2 LIMITED as Pledgors and DEUTSCHE...Pledge and Security Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • Colorado
This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Pledge Agreement”), is made and entered into as of January 19, 2010 by and among TCI/US WEST CABLE COMMUNICATIONS GROUP, a Colorado general partnership, THESEUS NO. 1 LIMITED, a limited company incorporated in England and Wales and THESEUS NO. 2 LIMITED, a limited company incorporated in England and Wales (each of foregoing being referred to individually as a “Pledgor” and collectively as the “Pledgors”), and Deutsche Bank AG, London Branch, in its capacity as Security Trustee for the Beneficiaries (the “Security Trustee” which expression includes any person which is for the time being the Security Trustee for the Beneficiaries).
Dated 17 May 2010 COMPOSITE DEBENTURE Between THE COMPANIES LISTED IN SCHEDULE 1 as Chargors and DEUTSCHE BANK AG, LONDON BRANCH as Security TrusteeWakefield Cable Communications LTD • June 30th, 2010 • Telephone communications (no radiotelephone)
Dated 17 May 2010 and DEUTSCHE BANK AG, LONDON BRANCH as Security Trustee ASSIGNMENT OF LOANSWakefield Cable Communications LTD • June 30th, 2010 • Telephone communications (no radiotelephone)
January 19, 2010 AMENDED AND RESTATED PLEDGE AGREEMENT between NTL VICTORIA LIMITED as Pledgor and DEUTSCHE BANK AG, LONDON BRANCH as Security Trustee and PledgeePledge Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • New York
AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, restated and/or supplemented from time to time, this “Agreement”), dated as of March 3, 2006 and amended and restated as of January 19, 2010, among NTL Victoria Limited (the “Pledgor”) and Deutsche Bank AG, London Branch, as Security Trustee (together with any successor Security Trustee, (the “Pledgee”), for the benefit of the Beneficiaries (as defined below)). Except as otherwise defined herein, all capitalized terms used herein and defined in the Senior Facilities Agreement or the Group Intercreditor Deed shall be used herein as therein defined.
Dated 9 February 2010 BLOCKED ACCOUNT CHARGE between VIRGIN MEDIA INVESTMENT HOLDINGS LIMITED as Chargor and DEUTSCHE BANK AG, LONDON BRANCH as Security Trustee White & Case LLP 5 Old Broad Street London EC2N 1DWWakefield Cable Communications LTD • June 30th, 2010 • Telephone communications (no radiotelephone)
RANKING AGREEMENT among CABLETEL (UK) LIMITED andRanking Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • Edinburgh
BIRMINGHAM CABLE LIMITED (BCL) and DEUTSCHE BANK AG, LONDON BRANCH (as Security Trustee) SECURITY AGREEMENT in respect of shares in Birmingham Cable Finance Limited Date: 19 January 2010Wakefield Cable Communications LTD • June 30th, 2010 • Telephone communications (no radiotelephone) • Jersey
January 19, 2010 AMENDED AND RESTATED PLEDGE AGREEMENT between THE PARTIES LISTED ON THE SIGNATURE PAGES HERETO, as Pledgors and DEUTSCHE BANK AG, LONDON BRANCH as Security Trustee and PledgeePledge Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • New York
AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, restated and/or supplemented from time to time, this “Agreement”), dated as of March 3, 2006 and amended and restated as of January 19, 2010, among the parties listed on the signature pages hereto (each a “Pledgor” and collectively the “Pledgors”) and Deutsche Bank AG, London Branch, as Security Trustee (together with any successor Security Trustee, (the “Pledgee”), for the benefit of the Beneficiaries (as defined below)). Except as otherwise defined herein, all capitalized terms used herein and defined in the Senior Facilities Agreement or the Group Intercreditor Deed shall be used herein as therein defined.
SHARE PLEDGE AGREEMENT dated January 19, 2010 BETWEEN Virgin Media Investments Limited as the Pledgor AND Deutsche Bank AG, London Branch as the Pledgee AND Future Entertainment S.à r.l. as the Company 18-20, rue Edward SteichenShare Pledge Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • Luxembourg
AMENDMENT AND RESTATEMENT AGREEMENTAccounts Pledge Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • Luxembourg
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • New York
NOW, THEREFORE, in consideration of the foregoing and other benefits accruing to each Debtor, the receipt and sufficiency of which are hereby acknowledged, each Debtor hereby makes the following representations and warranties to the Security Trustee for the benefit of the Beneficiaries and hereby covenants and agrees with the Security Trustee for the benefit of the Beneficiaries as follows:
Dated 15 April 2010 CHARGE OVER SHARES between VIRGIN MEDIA FINANCE PLC as Chargor and DEUTSCHE BANK AG, LONDON BRANCH as Security TrusteeCharge Over • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone)
AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (Re: Interests in Avon Cable Limited Partnership) Dated January 19, 2010 between TCI/US WEST CABLE COMMUNICATIONS GROUP THESEUS NO. 1 LIMITED and THESEUS NO. 2 LIMITED as Pledgors and DEUTSCHE BANK...Pledge and Security Agreement • June 30th, 2010 • Wakefield Cable Communications LTD • Telephone communications (no radiotelephone) • Colorado
This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Pledge Agreement”), is made and entered into as of January 19, 2010 by and among TCI/US WEST CABLE COMMUNICATIONS GROUP, a Colorado general partnership, THESEUS NO. 1 LIMITED, a limited company incorporated in England and Wales and THESEUS NO. 2 LIMITED, a limited company incorporated in England and Wales (each of foregoing being referred to individually as a “Pledgor” and collectively as the “Pledgors”), and Deutsche Bank AG, London Branch, in its capacity as Security Trustee for the Beneficiaries (the “Security Trustee” which expression includes any person which is for the time being the Security Trustee for the Beneficiaries).
