0001193125-13-487970 Sample Contracts

AMENDMENT NO. 1 TO PREFERRED SHARES RIGHTS AGREEMENT
Preferred Shares Rights Agreement • December 30th, 2013 • Netflix Inc • Services-video tape rental • New York

This AMENDMENT NO. 1 TO THE PREFERRED SHARES RIGHTS AGREEMENT (this “Amendment”) is dated as of December 30, 2013 (the “Effective Date”) and amends the Preferred Shares Rights Agreement, dated as of November 2, 2012 (the “Rights Agreement”), by and between Netflix, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined have the meaning given to them in the Rights Agreement.

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