Special Retention Restricted Stock Units Agreement — 2018 General Terms and ConditionsTime Warner Inc. • February 23rd, 2017 • Cable & other pay television services • New York
WHEREAS, the Company has adopted the Plan (as defined below), the terms of which are hereby incorporated by reference and made a part of this Agreement; and
ContractEleventh Supplemental Indenture • February 23rd, 2017 • Time Warner Inc. • Cable & other pay television services • New York
ELEVENTH SUPPLEMENTAL INDENTURE (this “Eleventh Supplemental Indenture”) dated as of November 17, 2016, among HISTORIC TW INC., a Delaware corporation (the “Company”), TIME WARNER INC., a Delaware corporation (“TWX”), HISTORIC AOL LLC (formerly known as AOL LLC), a Delaware limited liability company (“AOL”), TURNER BROADCASTING SYSTEM, INC., a Georgia corporation (“TBS”), HOME BOX OFFICE, INC., a Delaware corporation (“HBO”), and THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York, as successor trustee to The Chase Manhattan Bank (formerly known as Chemical Bank)), a New York banking corporation, as trustee (the “Trustee”).
Retention BonusTime Warner Inc. • February 23rd, 2017 • Cable & other pay television services • New York
As you are aware, Time Warner Inc. (the “Company”) has entered into a merger agreement[, dated October 22, 2016] (a “Merger Agreement”), with AT&T Inc. (“AT&T”) which contemplates that AT&T will acquire the Company (the “Transaction”). Your role has been identified as integral to the success of the Transaction and the Company would like to provide you with additional incentive to continue your employment with the Company. Therefore, we are pleased to offer you a retention bonus pursuant to the terms of this letter agreement.
