0001193125-13-149398 Sample Contracts

US$850,000,000 of 5 3/4% Senior Notes due January 15, 2023
Purchase Agreement • April 10th, 2013 • Quebecor Media Inc • Cable & other pay television services • New York

Introductory. Quebecor Media Inc., a company incorporated under the laws of the Province of Québec (the “Company”) proposes to issue and sell to the several Initial Purchasers named in Schedule A-1 (the “US$ Notes Initial Purchasers”), acting severally and not jointly, the respective amounts set forth in such Schedule A-1 of US$850,000,000 aggregate

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US$850,000,000 of 5 3/4% Senior Notes due January 15, 2023
Registration Rights Agreement • April 10th, 2013 • Quebecor Media Inc • Cable & other pay television services • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into October 11, 2012, among Quebecor Media Inc., a company incorporated under the laws of the Province of Québec (the “Company”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, TD Securities (USA) LLC, National Bank of Canada Financial Inc., Citigroup Global Markets Inc., RBC Capital Markets, LLC, BMO Capital Markets Corp., CIBC World Markets Corp., Desjardins Securities Inc., Goldman, Sachs & Co., Scotia Capital (USA) Inc., HSBC Securities (USA) Inc., Mitsubishi UFJ Securities (USA), Inc., and Laurentian Bank Securities Inc. (the “Initial Purchasers”).

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