AMENDED AND RESTATED CREDIT AGREEMENT among NAVY HOLDINGS, INC. (which, on the Restatement Effective Date, shall be named NBCUNIVERSAL ENTERPRISE, INC.), as Borrower The Financial Institutions Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative...Credit Agreement • May 1st, 2013 • Comcast Corp • Cable & other pay television services • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, this “Agreement”) is entered into as of March 19, 2013, by and among NAVY HOLDINGS, INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), JPMORGAN CHASE BANK, N.A. (“JPMorgan Chase”), as the Administrative Agent, GOLDMAN SACHS CREDIT PARTNERS, L.P. and MORGAN STANLEY SENIOR FUNDING, INC., as co-syndication agents (each in such capacity, a “Co-Syndication Agent”), and BANK OF AMERICA, N.A. and CITIBANK, N.A., as co-documentation agents (each in such capacity, a “Co-Documentation Agent”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • May 1st, 2013 • Comcast Corp • Cable & other pay television services • New York
FIRST SUPPLEMENTAL INDENTURE dated as of March 27, 2013 (this “Supplemental Indenture”), among NBCUniversal Media, LLC (f/k/a NBC Universal, Inc.), a Delaware limited liability company (the “Issuer”), Comcast Corporation, a Pennsylvania corporation (excluding its Subsidiaries, the “Parent”), Comcast Cable Holdings, LLC, a Delaware limited liability company, Comcast Cable Communications, LLC, a Delaware limited liability company, Comcast MO Group, Inc., a Delaware corporation, Comcast MO of Delaware, LLC, a Delaware limited liability company (in each case excluding their subsidiaries, collectively the “Cable Guarantors”, and along with Parent, the “Guarantors”), and The Bank of New York Mellon, as trustee (the “Trustee”).
TRANSACTION AGREEMENT dated as of February 12, 2013 among GENERAL ELECTRIC COMPANY, COMCAST CORPORATION, NATIONAL BROADCASTING COMPANY HOLDING, INC., NAVY HOLDINGS, INC., NBCUNIVERSAL, LLC and NBCUNIVERSAL MEDIA, LLCTransaction Agreement • May 1st, 2013 • Comcast Corp • Cable & other pay television services
This TRANSACTION AGREEMENT (this “Agreement”), dated as of February 12, 2013, is made by and among GENERAL ELECTRIC COMPANY, a New York corporation (“GE”), COMCAST CORPORATION, a Pennsylvania corporation (“Comcast”), NBCUNIVERSAL, LLC, a Delaware limited liability company (“NBCUniversal”), NBCUNIVERSAL MEDIA, LLC, a Delaware limited liability company (“NBCUniversal Media”), NATIONAL BROADCASTING COMPANY HOLDING, INC., a Delaware corporation (“NBCH”), and NAVY HOLDINGS, INC., a Delaware corporation (“HoldCo”). Terms used but not otherwise defined herein shall have the meanings set forth in Annex I.
THIRD SUPPLEMENTAL INDENTURESupplemental Indenture • May 1st, 2013 • Comcast Corp • Cable & other pay television services • New York
THIRD SUPPLEMENTAL INDENTURE dated as of March 27, 2013 (this “Supplemental Indenture”), among Comcast Corporation, a Pennsylvania corporation (the “Company”), Comcast Cable Holdings, LLC, a Delaware limited liability company, Comcast Cable Communications, LLC (f/k/a Comcast Cable Communications, Inc.), a Delaware limited liability company, Comcast MO Group, Inc., a Delaware corporation, Comcast MO of Delaware, LLC (f/k/a Comcast MO of Delaware, Inc.), a Delaware limited liability company (collectively the “Original Guarantors”), NBCUniversal Media, LLC, a Delaware limited liability company (the “New Guarantor” and, together with the Original Guarantors, the “Guarantors”) and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee (the “Trustee”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NBCUNIVERSAL, LLC DATED AS OF MARCH 19, 2013 THE TRANSFER OF THE UNITS IN THE COMPANY DESCRIBED IN THIS AGREEMENT IS RESTRICTED AS DESCRIBED HEREINLimited Liability Company Agreement • May 1st, 2013 • Comcast Corp • Cable & other pay television services • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of NBCUniversal, LLC (formerly known as Navy, LLC), a Delaware limited liability company (“Company”), is made as of March 19, 2013 by and among (i) Comcast Navy Contribution, LLC, a Delaware limited liability company (“Comcast Member 1”), (ii) Comcast Navy Acquisition, LLC, a Delaware limited liability company (“Comcast Member 2”; and, together with Comcast Member 1, the “Comcast Members”), (iii) NBCUniversal Enterprise, Inc., a Delaware corporation (formerly known as Navy Holdings, Inc.) (“HoldCo”) and (iv) each other Person who at any time becomes a Member in accordance with the terms of this Agreement and the Act.
NBCUNIVERSAL ENTERPRISE, INC., Issuer THE GUARANTORS PARTY HERETO and THE BANK OF NEW YORK MELLON, Trustee INDENTURE Dated as of March 19, 2013Indenture • May 1st, 2013 • Comcast Corp • Cable & other pay television services • New York
THIS INDENTURE, dated as of March 19, 2013 among NBCUniversal Enterprise, Inc. (f/k/a Navy Holdings, Inc.), a Delaware corporation (the “Issuer” as more fully set forth in Section 1.01), the Guarantors party hereto and The Bank of New York Mellon (the “Trustee”),
AMENDMENT TO TRANSACTION AGREEMENTTransaction Agreement • May 1st, 2013 • Comcast Corp • Cable & other pay television services
AMENDMENT (this “Amendment”) dated as of March 19, 2013 to the Transaction Agreement dated as of February 12, 2013 (the “Transaction Agreement”) by and among General Electric Company, a New York corporation (“GE”), Comcast Corporation, a Pennsylvania corporation (“Comcast”), NBCUniversal, LLC, a Delaware limited liability company (“NBCUniversal”), NBCUniversal Media, LLC, a Delaware limited liability company (“NBCUniversal Media”), National Broadcasting Company Holding, Inc., a Delaware corporation (“NBCH”), and Navy Holdings, Inc., a Delaware corporation (“HoldCo”) by and among the parties hereto.
