FORM OF TAX SHARING AND INDEMNIFICATION AGREEMENT Between NEWS CORPORATION and NEW NEWS CORPORATION Dated as of , 2013Sharing and Indemnification Agreement • March 8th, 2013 • New Newscorp LLC • Newspapers: publishing or publishing & printing • New York
TAX SHARING AND INDEMNIFICATION AGREEMENT (this “Agreement”), signed on [—], 2013 and effective as of [—], 2013, by and between NEWS CORPORATION, a Delaware corporation (“Remainco”), and NEW NEWSCORP LLC, a Delaware limited liability company and a wholly owned subsidiary of Remainco (“New News Corporation”). Capitalized terms used herein but not defined shall have the meaning ascribed to them in the Separation and Distribution Agreement, dated as of [—], 2013, between Remainco and New News Corporation (the “Separation and Distribution Agreement”).
FORM OF SEPARATION AND DISTRIBUTION AGREEMENT among NEWS CORPORATION, NEW NEWS CORPORATION and NEWS INTERNATIONAL HOLDINGS Dated as of , 2013Separation and Distribution Agreement • March 8th, 2013 • New Newscorp LLC • Newspapers: publishing or publishing & printing • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [—], 2013 by and among News Corporation, a Delaware corporation (“Remainco”), New Newscorp LLC, a Delaware limited liability company and a wholly owned subsidiary of Remainco (“New News Corporation”) and, solely for the purposes of Sections 4.06, 9.08 and 9.09 hereof, News International Holdings, a U.K. unlimited company (“NIH,” and, together with Remainco and New News Corporation, each a “Party” and collectively the “Parties”).
FORM OF TRANSITION SERVICES AGREEMENT between NEWS CORPORATION and NEW NEWS CORPORATION Dated as of [·], 2013Transition Services Agreement • March 8th, 2013 • New Newscorp LLC • Newspapers: publishing or publishing & printing • Delaware
TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [·], 2013 (the “Effective Date”), by and among News Corporation, a Delaware corporation (“Remainco”) and New Newscorp LLC, a Delaware limited liability company and a wholly owned subsidiary of Remainco (“New News Corporation,” and, together with Remainco, each a “Party” and collectively the “Parties”).
FORM OF EMPLOYEE MATTERS AGREEMENT Between NEWS CORPORATION and NEW NEWS CORPORATION Dated as of , 2013Employee Matters Agreement • March 8th, 2013 • New Newscorp LLC • Newspapers: publishing or publishing & printing • Delaware
This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of [·], 2013, is entered into by and between News Corporation, a Delaware corporation (“Remainco”), and New Newscorp LLC, a Delaware limited liability company and a wholly owned subsidiary of Remainco (“New News Corporation” and, together with Remainco, each a “Party” and collectively the “Parties”).
