Virgin Media 2008 Annual Report Download - page 214

Exhibit No.
2.9 Share Sale Agreement relating to ntl Communications (Ireland) Limited and ntl Irish
Networks Limited, dated as of May 9, 2005, among ntl Group Limited, ntl Irish Holdings
Limited, ntl (Chichester) Limited and MS Irish Cable Holdings B.V. (Incorporated by
reference to Exhibit 2.1 to the Quarterly Report on Form 10-Q of Virgin Media
Holdings Inc. as filed with the Securities and Exchange Commission on May 10, 2005).
2.10 Deed of Tax Covenant relating to ntl Communications (Ireland) Limited, ntl Irish
Networks Limited and their subsidiaries, dated as of May 9, 2005, among ntl Irish
Holdings Limited, ntl (Chichester) Limited and MS Irish Cable Holdings B.V.
(Incorporated by reference to Exhibit 2.2 to the Quarterly Report on Form 10-Q of
Virgin Media Holdings Inc. as filed with the Securities and Exchange Commission on
May 10, 2005).
2.11 Asset Transfer Agreement, dated as of May 9, 2005, between ntl Group Limited and MS
Irish Cable Holdings B.V. (Incorporated by reference to Exhibit 2.3 to the Quarterly
Report on Form 10-Q of Virgin Media Holdings Inc. as filed with the Securities and
Exchange Commission on May 10, 2005).
3.1 Second Restated Articles of Incorporation of Virgin Media Inc. (Incorporated by
reference to Exhibit 3.1 to the Annual Report on Form 10-K of Virgin Media Inc. as
filed with the Securities and Exchange Commission on March 1, 2007).
3.2 Restated by-laws of Virgin Media Inc. (Incorporated by reference to Exhibit 3.2 to the
Annual Report on Form 10-K of Virgin Media Inc. as filed with the Securities and
Exchange Commission on March 1, 2007).
4.1 High Yield Intercreditor Deed dated 13 April 2004 among NTL Cable PLC as Issuer,
NTL Investment Holdings Limited as Borrower and as High Yield Guarantor, Credit
Suisse First Boston as Facility Agent and Bank Group Security Trustee, The Bank of
New York as High Yield Trustee, the Senior Lenders named therein, the Intergroup
Debtor named therein and the Intergroup Creditor named therein (Incorporated by
reference to Exhibit 99.2 to the Current Report on Form 8-K of Virgin Media
Holdings Inc. as filed with the Securities and Exchange Commission on April 20, 2004).
4.2 Group Intercreditor Deed dated 3 March 2006 as amended and restated on 13 June 2006
and 10 July 2006 between, among others, Deutsche Bank AG, London Branch as Facility
Agent and Security Trustee and the Seniors Lenders, the Intergroup Debtors and the
Intergroup Creditors named therein (excluding schedules) (Incorporated by reference to
Exhibit 99.2 to the Current Report on Form 8-K of Virgin Media Inc. as filed with the
Securities and Exchange Commission on July 13, 2006).
4.3 Barclays Intercreditor Agreement dated 3 March 2006 between, among others, Yorkshire
Cable Communications Limited, Sheffield Cable Communications Limited, Yorkshire
Cable Properties Limited, Cable London Limited, Barclays Bank PLC and Deutsche
Bank AG, London Branch as Security Trustee. (Incorporated by reference to Exhibit 4.3
to the Annual Report on Form 10-K of Virgin Media Inc. as filed with the Securities and
Exchange Commission on March 1, 2007).
4.4 Equity Registration Rights Agreement, dated as of January 10, 2003, by and among NTL
Incorporated and the stockholders listed on the signature pages thereto (Incorporated by
reference to Exhibit 4.1 to the Current Report on Form 8-K of Virgin Media
Holdings Inc. as filed with the Securities and Exchange Commission on January 10,
2003).
4.5 Registration Rights Agreement, dated as of September 26, 2003, between NTL
Incorporated and W.R. Huff Asset Management Co., L.L.C. (Incorporated by reference
to Exhibit 4.3 to the Registration Statement on Form S-1 of Virgin Media Holdings Inc.
as filed with the Securities and Exchange Commission on September 26, 2003).