SHARE PURCHASE AGREEMENT among LIBERTY MEDIA CORPORATION LIBERTY IATV, INC. LIBERTY IATV HOLDINGS, INC. KUDELSKI SA KUDELSKI INTERACTIVE USA, INC. and KUDELSKI INTERACTIVE CAYMAN, LTD.Share Purchase Agreement • October 20th, 2006 • Liberty Media Corp • Cable & other pay television services • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of October 18, 2006, is entered into by and among Liberty Media Corporation, a Delaware corporation (“Liberty”), Liberty IATV, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Liberty (“IATV”), Liberty IATV Holdings, Inc. a Delaware corporation and a wholly owned subsidiary of Liberty (“IATV Holdings”) (IATV and IATV Holdings each, a “Seller,” and together with Liberty, the “Seller Parties”), Kudelski SA, a company having its principal office at Route de Genève 22, 1033 Cheseaux, Switzerland (“Kudelski”), Kudelski Interactive USA, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Kudelski (Kudelski US), Kudelski Interactive Cayman, Ltd., a company incorporated under the laws of the Cayman Islands and an indirect wholly owned subsidiary of Kudelski (“Kudelski Cayman”) (Kudelski US and Kudelski Cayman, each a “Purchaser” or “Kudelski Sub,” and, together with Kudelski, the “Purchaser Pa
