AMENDMENT NO. 2 TO THE STANDSTILL AGREEMENTStandstill Agreement • July 22nd, 2014 • Level 3 Communications Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledJuly 22nd, 2014 Company Industry JurisdictionThis Amendment No. 2 to the Standstill Agreement (this “Amendment”), dated as of July 21, 2014, is made by and between Level 3 Communications, Inc., a Delaware corporation (the “Company”), and Southeastern Asset Management, Inc., a Tennessee corporation (“Southeastern”), and amends the Standstill Agreement, dated as of May 20, 2011, between the Company and Southeastern as amended by Amendment No. 1 thereto dated as of March 15, 2012 (such standstill agreement as amended by Amendment No. 1 thereto, the “Standstill Agreement”). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given them in the Standstill Agreement. This Amendment will only become effective as provided in Section 3(c) below.
AMENDMENT NO. 2 TO THE RIGHTS AGREEMENTRights Agreement • July 22nd, 2014 • Level 3 Communications Inc • Telephone communications (no radiotelephone) • Delaware
Contract Type FiledJuly 22nd, 2014 Company Industry JurisdictionThis Amendment No. 2 to the Rights Agreement (this “Amendment”), dated as of July 21, 2014, is made by and between Level 3 Communications, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, N.A., as rights agent (the “Rights Agent”), and amends the Rights Agreement, dated as of April 10, 2011 and amended by Amendment No. 1 thereto dated as of March 15, 2012, between the Company and the Rights Agent (the “Rights Agreement”). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given them in the Rights Agreement.