ALTICE US FINANCE II CORPORATION, as Issuer and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Paying Agent, Transfer Agent, and Registrar INDENTURE Dated as of June 12, 2015Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
INDENTURE dated as of June 12, 2015, among, inter alios, Altice US Finance II Corporation, a corporation incorporated under the laws of Delaware (the “Initial Issuer”) and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”) and paying agent, transfer agent and registrar.
ALTICE US FINANCE I CORPORATION, as Issuer THE GUARANTORS NAMED HEREIN, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Paying Agent, Transfer Agent and Registrar and JPMORGAN CHASE BANK, N.A., as Notes Security Agent INDENTURE Dated as of April 26,...Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
INDENTURE dated as of April 26, 2016, among, inter alios, Altice US Finance I Corporation, a corporation incorporated under the laws of Delaware (the “Issuer”), the Guarantors (as defined below), Deutsche Bank Trust Company Americas, as trustee (the “Trustee”) and paying agent, transfer agent and registrar and JPMorgan Chase Bank, N.A. as security agent (the “Notes Security Agent”).
CREDIT AGREEMENT DATED AS OF June 12, 2015 AMONG ALTICE US FINANCE I CORPORATION, AS BORROWER, THE LENDERS PARTY HERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT JPMORGAN CHASE BANK, N.A. AS SECURITY AGENT J.P. MORGAN SECURITIES LLC and...Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
CREDIT AGREEMENT, dated as of June 12, 2015 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Altice US Finance I Corporation, a Delaware corporation (the “Borrower”), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I) party hereto and JPMorgan Chase Bank, N.A. (“JPM”), as administrative agent for the Loans (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders and JPM as security agent (in such capacity, including any successor thereto, the “Security Agent”) for the Lenders.
FACILITY GUARANTYFacility Guaranty • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
FACILITY GUARANTY (this “Guaranty”), dated as of December 21, 2015, by each of the Affiliates of the Borrower listed on the signature pages hereto (each such Person, individually, a “Guarantor” and, collectively, the “Guarantors”) in favor of (a) JPMorgan Chase Bank, N.A., as administrative agent (together with any successor and assign, the “Administrative Agent”) for its own benefit and the benefit of the other Secured Parties, (b) the Secured Parties and (c) the Security Agent (on behalf of and for the benefit of the Administrative Agent and the other Secured Parties, but solely in its role as representative of the Secured Parties in holding and enforcing the Collateral and the Security Documents).
NOTES PLEDGE AND SECURITY AGREEMENT dated as of May 20, 2016 between CEQUEL COMMUNICATIONS HOLDINGS II, LLC and JPMORGAN CHASE BANK, N.A., as the Security AgentNotes Pledge and Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This NOTES PLEDGE AND SECURITY AGREEMENT, dated as of May 20, 2016 (this “Agreement”), is entered into between CEQUEL COMMUNICATIONS HOLDINGS II, LLC (“Grantor”), and JPMORGAN CHASE BANK, N.A. (“JPM”), as security agent for the Secured Parties (as herein defined) (in such capacity as security agent, the “Security Agent”).
CABLEVISION SYSTEMS CORPORATION as Issuer and U.S. BANK NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of April 15, 2010 to the Indenture dated as of April 2, 2010 $750,000,000 7.75% Senior Notes due 2018 $500,000,000 8.00%...First Supplemental Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of April 15, 2010, between CABLEVISION SYSTEMS CORPORATION, a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, as Trustee (the “Trustee”).
LOANS PLEDGE AND SECURITY AGREEMENT dated as of December 21, 2015 between CEQUEL COMMUNICATIONS HOLDINGS II, LLC and JPMORGAN CHASE BANK, N.A., as the Security AgentLoans Pledge and Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This LOANS PLEDGE AND SECURITY AGREEMENT, dated as of December 21, 2015 (this “Agreement”), is entered into between CEQUEL COMMUNICATIONS HOLDINGS II, LLC (“Grantor”), and JPMORGAN CHASE BANK, N.A. (“JPM”), as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, the “Security Agent”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
SUPPLEMENTAL INDENTURE dated as of June 21, 2016 by and among CSC Holdings, LLC, a limited liability company incorporated and existing under the laws of Delaware (as successor by merger to Neptune Finco Corp. (the “Initial Issuer”), the “Issuer”) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
COPYRIGHT SECURITY AGREEMENTCopyright Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This COPYRIGHT SECURITY AGREEMENT, dated as of May 20, 2016 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as notes security agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
PLEDGE AGREEMENT dated as of June 21, 2016 Among CSC HOLDINGS, LLC and CERTAIN SUBSIDIARIES OF CSC HOLDINGS, LLC, as Pledgors and JPMORGAN CHASE BANK, N.A., as Security AgentPledge Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
In consideration of the execution and delivery of the Credit Agreement by the Lenders listed on the signature pages thereof and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and security agent (in such capacity, the “Security Agent”), CSC Holdings, LLC, a Delaware limited liability company (the “Company”), and each of the undersigned subsidiaries of the Company (each, together with the Company and each Additional Pledgor (defined below) that becomes a party hereto pursuant to Section 5.23, collectively, the “Pledgors” and, individually, each a “Pledgor”) hereby agree with the Security Agent as follows (with certain terms used herein being defined in Article 6):
COPYRIGHT SECURITY AGREEMENTCopyright Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This COPYRIGHT SECURITY AGREEMENT, dated as of December 21, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This TRADEMARK SECURITY AGREEMENT, dated as of December 21, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENT (REFINANCING AMENDMENT)Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This FIRST AMENDMENT, dated as of October 25, 2016 (this “Amendment”), is made by and among Altice US Finance I Corporation, a Delaware corporation (the “Borrower”), each of the other Loan Parties signatory hereto, the several banks and financial institutions parties hereto as Lenders and JPMorgan Chase Bank, N.A. as administrative agent (the “Administrative Agent”) for the Lenders. Except as otherwise provided herein, all capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement (as defined below).
ContractCredit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
AMENDMENT, dated as of June 20, 2016 (this “Amendment”), to the CREDIT AGREEMENT, dated as of October 9, 2015 (the “Credit Agreement”), among Neptune Finco Corp. (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and security agent.
INCREMENTAL LOAN ASSUMPTION AGREEMENTIncremental Loan Assumption Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services
INCREMENTAL LOAN ASSUMPTION AGREEMENT, dated as of JUNE 21, 2016 (this “Agreement”), by and among GOLDMAN SACHS BANK USA and MORGAN STANLEY SENIOR FUNDING, INC. (each, an “Additional Lender” and, collectively, the “Additional Lenders”), CSC HOLDINGS, LLC (as successor by merger to Neptune Finco Corp.) (the “Borrower”), the other LOAN PARTIES identified on the signature pages hereto and JPMORGAN CHASE BANK, N.A. as administrative agent (the “Administrative Agent”) and as security agent (the “Security Agent”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This TRADEMARK SECURITY AGREEMENT, dated as of May 20, 2016 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as notes security agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
CABLEVISION SYSTEMS CORPORATION as Issuer and U.S. BANK NATIONAL ASSOCIATION as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of September 27, 2012 to the Indenture dated as of April 2, 2010 $750,000,000 5.875% Senior Notes due 2022Second Supplemental Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of September 27, 2012, between CABLEVISION SYSTEMS CORPORATION, a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, as Trustee (the “Trustee”).
COPYRIGHT SECURITY AGREEMENTCopyright Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This COPYRIGHT SECURITY AGREEMENT, dated as of December 21, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
SUPPLEMENTAL INDENTURE dated as of December 21, 2015, among the Subsidiary Guarantors set forth in Schedule I hereto, Cequel Communications, LLC and Cequel Communications Holdings II, LLC (collectively, the “New Guarantors”), Altice US Finance I Corporation (the “Issuer”), Deutsche Bank Trust Company Americas, as trustee (the “Trustee”) and JPMorgan Chase Bank, N.A., as notes security agent (the “Notes Security Agent”) under the Indenture referred to below (the “Trustee”).
NOTES PLEDGE AND SECURITY AGREEMENT dated as of May 20, 2016 between EACH OF THE GRANTORS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as the Security AgentNotes Pledge and Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This NOTES PLEDGE AND SECURITY AGREEMENT, dated as of May 20, 2016 (this “Agreement”), is entered into between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor”), and JPMORGAN CHASE BANK, N.A. (“JPM”), as notes security agent for the Secured Parties (as herein defined) (in such capacity as notes security agent, the “Security Agent”).
LOANS PLEDGE AND SECURITY AGREEMENT dated as of December 21, 2015 between EACH OF THE GRANTORS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as the Security AgentLoans Pledge and Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This LOANS PLEDGE AND SECURITY AGREEMENT, dated as of December 21, 2015 (this “Agreement”), is entered into between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor”), and JPMORGAN CHASE BANK, N.A. (“JPM”), as security agent for the Secured Parties (as herein defined) (in such capacity as security agent, the “Security Agent”).
THIRD AMENDMENT TO CREDIT AGREEMENT (Incremental Loan Assumption Agreement & Refinancing Amendment)Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This THIRD AMENDMENT, dated as of March 15, 2017 (this “Amendment”), is made by and among Altice US Finance I Corporation, a Delaware corporation (the “Borrower”), each of the other Loan Parties signatory hereto, Goldman Sachs Lending Partners LLC as an additional lender (together with any other financial institution that signs this Amendment as an additional lender, the “Additional Lenders” and each, an “Additional Lender”), and Goldman Sachs Lending Partners LLC and JPMorgan Chase Bank, N.A. as joint lead arrangers and global coordinators (the “Lead Arrangers”, together with Barclays Bank PLC, Citigroup Global Markets INC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBC Capital Markets, LLC, BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities INC, TD Securities (USA) LLC and The Bank of Nova Scotia as joint arrangers and bookrunners, the “Arrangers” and each, an “Arranger”), the March 2017 Refinancing Term Consenting Lenders (as defined
THIRD AMENDMENT TO CREDIT AGREEMENT (Extension Amendment, Incremental Loan Assumption Agreement & Assignment and Acceptance)Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This THIRD AMENDMENT, dated as of December 9, 2016 (this “Amendment”), is made by and among CSC Holdings, LLC (as successor by merger to Neptune Finco Corp.) as borrower (the “Borrower”), each of the other Loan Parties signatory hereto, the several banks and financial institutions parties hereto as Lenders, L/C Issuers or Swing Line Lenders (as applicable), Bank of America, N.A. and Citibank, N.A. as additional lenders (the “New Additional Lenders” and each, a “New Additional Lender”), JPMorgan Chase Bank, N.A., as Sole Lead Arranger and Sole Bookrunner (the “Arranger”), JPMorgan Chase Bank, N.A. as administrative agent (the “Administrative Agent”) for the Lenders and, with respect to Section 3 below only, the several banks and financial institutions parties hereto as Assignors (as defined below) and the several banks and financial institutions parties hereto as Assignees (as defined below). Except as otherwise provided herein, all capitalized terms used but not defined herein shall ha
NOTES PLEDGE AND SECURITY AGREEMENT dated as of December 21, 2015 between EACH OF THE GRANTORS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as the Security AgentNotes Pledge and Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This NOTES PLEDGE AND SECURITY AGREEMENT, dated as of December 21, 2015 (this “Agreement”), is entered into between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor”), and JPMORGAN CHASE BANK, N.A. (“JPM”), as security agent for the Secured Parties (as herein defined) (in such capacity as security agent, the “Security Agent”).
SECOND AMENDMENT TO CREDIT AGREEMENT (EXTENSION AMENDMENT)Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This SECOND AMENDMENT, dated as of December 9, 2016 (this “Amendment”), is made by and among Altice US Finance I Corporation, a Delaware corporation (the “Borrower”), each of the other Loan Parties signatory hereto, the several banks and financial institutions parties hereto as Lenders, J.P. Morgan Securities LLC as sole bookrunner (“JPM”) and JPMorgan Chase Bank, N.A. as administrative agent (the “Administrative Agent”) for the Lenders. Except as otherwise provided herein, all capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement (as defined below).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
SUPPLEMENTAL INDENTURE dated as of December 21, 2015, among Cequel Communications Holdings I, LLC (the “New Issuer”), Cequel Capital Corporation (the “New Co-Issuer”) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
FOURTH AMENDMENT TO CREDIT AGREEMENT (Incremental Loan Assumption Agreement & Refinancing Amendment)Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This FOURTH AMENDMENT, dated as of March 15, 2017 (this “Amendment”), is made by and among CSC Holdings, LLC (as successor by merger to Neptune Finco Corp.) as borrower (the “Borrower”), each of the other Loan Parties signatory hereto, JPMorgan Chase Bank, N.A. as an additional lender (together with any other financial institution that signs this Amendment as an additional lender, the “Additional Lenders” and each, an “Additional Lender”), and Goldman Sachs Lending Partners LLC and JPMorgan Chase Bank, N.A. as joint lead arrangers, global coordinators and bookrunners (the “Lead Arrangers”, together with Barclays Bank PLC, Citigroup Global Markets INC., Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBC Capital Markets, LLC, BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities INC, TD Securities (USA) LLC and The Bank of Nova Scotia as additional arrangers and bookrunners, the “Arrangers” and each, an “Arranger”), the other several banks and fi
INCREMENTAL LOAN ASSUMPTION AGREEMENTIncremental Loan Assumption Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
INCREMENTAL LOAN ASSUMPTION AGREEMENT, dated as of July 21, 2016 (this “Agreement”), by and among Credit Suisse AG, London Branch (the “Additional Lender”), CSC HOLDINGS, LLC (as successor by merger to Neptune Finco Corp.) (the “Borrower”), the other LOAN PARTIES identified on the signature pages hereto and JPMORGAN CHASE BANK, N.A. as administrative agent (the “Administrative Agent”) and as security agent (the “Security Agent”).
SECOND AMENDMENT TO CREDIT AGREEMENT (EXTENSION AMENDMENT)Credit Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This SECOND AMENDMENT, dated as of September 9, 2016 (this “Amendment”), is made by and among CSC Holdings, LLC (as successor by merger to Neptune Finco Corp.) (the “Borrower”), each of the other Loan Parties signatory hereto, the several banks and financial institutions parties hereto as Lenders and JPMorgan Chase Bank, N.A. as administrative agent (the “Administrative Agent”) for the Lenders. Except as otherwise provided herein, all capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement (as defined below).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
SUPPLEMENTAL INDENTURE dated as of June 21, 2016 by and among CSC Holdings, LLC, a limited liability company incorporated and existing under the laws of Delaware (as successor by merger to Neptune Finco Corp. (the “Initial Issuer”), the “Issuer”), the completion date guarantors set forth in Schedule I hereto (the “Completion Date Guarantors”) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • May 16th, 2017 • Altice USA, Inc. • Cable & other pay television services • New York
This TRADEMARK SECURITY AGREEMENT, dated as of December 21, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
