Comcast 2010 Annual Report Download - page 294

Agreement, in each case who is not already a Member (in the case of a Transfer of Units) or a party (in the case of a Transfer of HoldCo Shares)
to this Agreement or the HoldCo Agreement, shall execute and deliver this Agreement or a counterpart of this Agreement and/or the HoldCo
Agreement or a counterpart of the HoldCo Agreement, as the case may be, and agree in writing to be bound by the terms and conditions of this
Agreement and/or the HoldCo Agreement, as the case may be, that were applicable to the transferor (subject to Section 13.06 hereof, in the case
of this Agreement, and subject to Section 7.05 of the HoldCo Agreement, in the case of the HoldCo Agreement), and, in the case of a transferee
of Units, shall thereupon be admitted as an additional Member of the Company (an “ Additional Member ”).
(b) Each Person who is issued new Units in accordance with the terms of this Agreement and who is not already a Member shall execute
and deliver this Agreement or a counterpart of this Agreement and agree in writing to be bound by the terms and conditions of this Agreement,
and shall thereupon be admitted as an Additional Member.
(c) A transferee of Units who is admitted as an Additional Member accepts, ratifies and agrees to be bound by all actions duly taken
pursuant to the terms and provisions of this Agreement by the Company prior to the date it was admitted as an Additional Member and, without
limiting the generality of the foregoing, specifically ratifies and approves all agreements and other instruments as may have been executed and
delivered on behalf of the Company prior to such date and which are in force and effect on such date.
(d) Each Additional Member shall be named as a Member on the Register. Unless and until admitted as an Additional Member, a
transferee of any Units, or a recipient of any newly issued Units, shall have no powers, rights or privileges of a Member of the Company.
(e) Following a Transfer of any Units in accordance with this Article 9, the transferee of such Units shall be treated as having made all of
the Capital Contributions in respect of, and received all of the distributions received in respect of, such Units, and shall receive allocations and
distributions in respect of such Units as if such transferee were a Member. Unless otherwise prohibited by Section 706(d) of the Code and
Treasury Regulations promulgated thereunder, the following shall apply to select the method to be utilized for determining the distributive share
of the Company’s income, gains, losses, deductions, credits and other items of a Member whose interest is disposed of, in whole or in part:
(i) upon a closing of (A) any transfer by a Comcast Member to GE or any of its Subsidiaries, (B) any transfer by HoldCo or any of its
Subsidiaries to Comcast or any of its Subsidiaries, or to the Company or any of its Subsidiaries, (C) any HoldCo Redemption Right, (D) any
Comcast Purchase Right, or (E) the Back-End Transaction, the “closing of the books” method (including the “calendar day” convention
described in Proposed Treasury Regulations Section 1.706-4(e)(1))
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