0001193125-13-256232 Sample Contracts

ACCESSION AGREEMENT
Accession Agreement • June 12th, 2013 • Liberty Global PLC • Cable & other pay television services • New York

This ACCESSION AGREEMENT (this “Agreement”), dated as of June 7, 2013, is made by Lynx II Corp. (“Newco”), Virgin Media Finance PLC (the “Company”) and The Bank of New York Mellon, acting through its London Branch, as the Trustee (“Trustee”), under the Indenture referred to below.

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FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • June 12th, 2013 • Liberty Global PLC • Cable & other pay television services • New York

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 7, 2013, among Virgin Media Inc. (formally known as Viper US MergerCo I Inc.), Virgin Media Holdings Inc., Virgin Media Group LLC, Virgin Media (UK) Group, Inc., Virgin Media Communications Limited, Virgin Media Investment Holdings Limited and Virgin Media Investments Limited (each a “Guaranteeing Company” and, together, the Guaranteeing Companies), Virgin Media Finance PLC, as Issuer (the “Issuer”), and The Bank of New York Mellon, acting through its London Branch, as Trustee under the Indenture referred to below (the “Trustee”).

SIXTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • June 12th, 2013 • Liberty Global PLC • Cable & other pay television services • New York

SIXTH SUPPLEMENTAL INDENTURE, dated as of June 7, 2013 (this “Supplemental Indenture”), by and among Virgin Media Bristol LLC, a Delaware Corporation and ntl Victoria Limited, a limited liability company organized under the laws of England and Wales (the “New Senior Secured Guarantors” and each a “New Senior Secured Guarantor”), Virgin Media Inc. (formerly known as Viper US MergerCo 1 LLC), a Delaware Corporation (the “Successor Parent”), Virgin Media Secured Finance PLC, a public limited company organized under the laws of England and Wales (the “Issuer”) and The Bank of New York Mellon, as trustee (the “Trustee”). All capitalized terms used but not defined herein shall have the meanings specified in the Indenture referred to below.

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • June 12th, 2013 • Liberty Global PLC • Cable & other pay television services • New York

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 7, 2013 among the guarantors listed in Schedule 1 hereto (each a “Guaranteeing Company” and, together, the “Guaranteeing Companies”), Virgin Media Secured Finance PLC, as Issuer (the “Issuer”), and The Bank of New York Mellon, acting through its London Branch, as Trustee under the Indenture referred to below (the “Trustee”).

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • June 12th, 2013 • Liberty Global PLC • Cable & other pay television services • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of June 7, 2013 (this “Supplemental Indenture”), by and among Virgin Media Bristol LLC, a Delaware Corporation and ntl Victoria Limited, a limited liability company organized under the laws of England and Wales (the “New Senior Secured Guarantors” and each a “New Senior Secured Guarantor”), Virgin Media Inc. (formerly known as Viper US MergerCo 1 LLC), a Delaware Corporation (the “Successor Parent”), Virgin Media Secured Finance PLC, a public limited company organized under the laws of England and Wales (the “Issuer”) and The Bank of New York Mellon, as trustee (the “Trustee”). All capitalized terms used but not defined herein shall have the meanings specified in the Indenture referred to below.

ACCESSION AGREEMENT
Accession Agreement • June 12th, 2013 • Liberty Global PLC • Cable & other pay television services • New York

This ACCESSION AGREEMENT (this “Agreement”), dated as of June 7, 2013, is made by Lynx I Corp. (“Newco”), Virgin Media Secured Finance PLC (the “Company”) and The Bank of New York Mellon, acting through its London Branch, as the Trustee (“Trustee”), under the Indenture referred to below.

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