0001193125-05-240039 Sample Contracts

TIVO INC. RESTRICTED STOCK BONUS AGREEMENT
Restricted Stock Bonus Agreement • December 9th, 2005 • Tivo Inc • Cable & other pay television services • California

This Restricted Stock Bonus Agreement (the “Agreement”) is made as of , 20 , by and between TiVo Inc., a Delaware corporation (the “Company”), and (“Employee”). Capitalized terms not defined herein shall have the meanings assigned to such terms in the Company’s 1999 Equity Incentive Plan (the “Plan”).

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EMPLOYMENT TRANSITION AND SEPARATION AGREEMENT
Employment Transition and Separation Agreement • December 9th, 2005 • Tivo Inc • Cable & other pay television services

This Employment Transition and Separation Agreement (hereafter “Agreement”) is entered into as of this 28 day of September, 2005, between David H. Courtney (the “Executive”), and TiVo Inc. (the “Company”).

ADDENDUM 1 TO TELEVISION LISTINGS DATA AGREEMENT BETWEEN Tribune Media Services, Inc. AND Fandango, Inc. AND TiVo Inc.
Television Listings Data Agreement • December 9th, 2005 • Tivo Inc • Cable & other pay television services

THIS ADDENDUM 1 TO TELEVISION LISTINGS DATA AGREEMENT (“Addendum 1”) dated March 1, 2004 and twice amended on June 28, 2005 and also amended on this day, November 1, 2005 is entered into this November 1, 2005 (the “Effective Date”) by and between Tribune Media Services, Inc. (“TMS”), a Delaware corporation having a place of business at 435 North Michigan Avenue, Suite 1500, Chicago, Illinois, TiVo Inc. (“Licensee”), a Delaware corporation having a place of business at 2160 Gold Street, Alviso, CA, 95002 and Fandango, Inc. (“Fandango”) a Delaware corporation having a place of business at 12200 W. Olympic Boulevard , Suite 150, Los Angeles, CA 90064. TMS, Licensee and Fandango acknowledge and agree that Fandango is a party to this Addendum 1 solely with respect to Paragraphs 3, 4, 5, 6, 7, 8, 9 and 11 of this Addendum 1.

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