0001104659-08-033172 Sample Contracts

TAX MATTERS AGREEMENT

Tax Matters Agreement • May 14th, 2008 • Cablevision Systems Corp /Ny • Cable & other pay television services • Delaware

• Contract Type
  Tax Matters Agreement
• Filed
  May 14th, 2008
• Company
  Cablevision Systems Corp /Ny
• Industry
  Cable & other pay television services
• Jurisdiction
  Delaware

THIS TAX MATTERS AGREEMENT (“Agreement”), dated as of , 2008, is made by CSC Holdings, Inc., a Delaware corporation (“Cablevision”), NMG Holdings, Inc., a newly-formed Delaware corporation and a wholly-owned subsidiary of Cablevision (“Holdco”); Cablevision and Holdco are collectively referred to as “Cablevision Parties”), NMG Company, LLC, a Delaware limited liability company (the “Company”), Tribune Company, a Delaware corporation (“Tribune”) and Newsday, Inc., a New York corporation and direct wholly-owned subsidiary of Tribune.

EXHIBIT C-1 LIMITED LIABILITY COMPANY AGREEMENT Dated as of [ ] BETWEEN [NMG HOLDINGS, INC.] AND TRIBUNE COMPANY

Limited Liability Company Agreement • May 14th, 2008 • Cablevision Systems Corp /Ny • Cable & other pay television services • Delaware

• Contract Type
  Limited Liability Company Agreement
• Filed
  May 14th, 2008
• Company
  Cablevision Systems Corp /Ny
• Industry
  Cable & other pay television services
• Jurisdiction
  Delaware

This Limited Liability Company Agreement (this “Agreement” ) dated as of , 2008 is between [NMG Holdings, Inc.], a Delaware corporation (“Cablevision Member”), and Tribune Company,(1) a Delaware corporation (“Tribune Member”). Capitalized terms used but not defined elsewhere herein shall have the meanings assigned to them in Exhibit A.