CCO HOLDINGS, LLC CCO HOLDINGS CAPITAL CORP. 8-3/4% SENIOR NOTES DUE 2013 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • August 23rd, 2005 • Cco Holdings Capital Corp • Cable & other pay television services • New York
CCO Holdings, LLC, a Delaware limited liability company (the "Company"), and CCO Holdings Capital Corp., a Delaware corporation ("CCO Holdings Capital" and, together with the Company, the "Issuers"), propose, subject to the terms and conditions stated herein, to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $300,000,000 aggregate principal amount of their 8-3/4% Senior Notes due 2013, issued on August 17, 2005. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Issuers agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • August 23rd, 2005 • Cco Holdings Capital Corp • Cable & other pay television services • New York
FIRST SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of August 17, 2005, is made by and among CCO Holdings, LLC, a Delaware limited liability company (and any successor in interest thereto, the "Company"), CCO Holdings Capital Corporation, a Delaware corporation (and any successor in interest thereto, "Charter Capital" and together with the Company, the "Issuers"), and Wells Fargo Bank, N.A., as trustee (the "Trustee").
