Initial Public Offering and Split-Off Agreement Sample Contracts

AMENDED AND RESTATED INITIAL PUBLIC OFFERING AND SPLIT-OFF AGREEMENT DATED AS OF JUNE 18, 2004 AMONG VIACOM INC. VIACOM INTERNATIONAL INC. AND BLOCKBUSTER INC.
Initial Public Offering and Split-Off Agreement • June 18th, 2004 • Blockbuster Inc • Services-video tape rental • New York

AMENDED AND RESTATED INITIAL PUBLIC OFFERING AND SPLIT-OFF AGREEMENT (this “Agreement”) dated as of June 18, 2004, among Viacom Inc., a Delaware corporation (“Viacom”), Viacom International Inc., a Delaware corporation and a wholly owned subsidiary of Viacom (“Viacom International”), and Blockbuster Inc., a Delaware corporation and an indirect subsidiary of Viacom (“Blockbuster”). Certain capitalized terms used herein are defined in Article I of this Agreement.

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