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Table of Contents
(3) Exhibits are incorporated herein by reference or are filed with this report as indicated below (numbered in accordance with Item 601 of
Regulation S-K):
EXHIBIT
NUMBER DESCRIPTION
3.1
Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.2 of the registrant's Quarterly Report on Form
10-Q filed on November 14, 2000).
3.2
Amended and Restated Bylaws (incorporated by reference to Exhibit 3.4 of the registrant's Registration Statement on Form S-1 (SEC File
No. 333-83515)).
4.1
Indenture, dated August 28, 2001, between TiVo Inc. and The Bank of New York, as trustee (incorporated by reference to Exhibit 4.1 of
registrant's Current Report on Form 8-K filed on August 30, 2001).
4.2
Form of 7% Convertible Senior Note (incorporated by reference to Exhibit 4.1 of registrant's Quarterly Report on Form 10-Q filed on
September 14, 2001).
4.3
Warrant Agreement, dated August 28, 2001, between TiVo Inc. and The Bank of New York, as trustee (incorporated by reference to Exhibit
4.2 of registrant's Current Report on Form 8-K filed on August 30, 2001).
4.4
Form of Five-Year Warrant (incorporated by reference to Exhibit 4.2 of registrant's Quarterly Report on Form 10-Q filed on September 14,
2001).
4.5+
Warrant and Registration Rights Agreement, dated as of October 6, 2000, by and between DIRECTV, Inc. (incorporated by reference to
Exhibit 4.1 of the registrant's Annual Report on Form 10-K filed on April 2, 2001).
4.6
Stockholders and Registration Rights Agreement, dated as of June 9, 2000, between TiVo and America Online, Inc. (incorporated by
reference to Exhibit 4.4 of the registrant's Quarterly Report on Form 10-Q filed on August 14, 2000).
4.7
Ninth Amended and Restated Investor Rights Agreement by and among TiVo and certain investors, dated as of August 6, 1999
(incorporated by reference to Exhibit 4.3 of the registrant's Registration Statement on Form S-1 (SEC File No. 333-83515)).
4.8
Rights Agreement, dated as of January 16, 2001, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights Agent (incorporated by
reference to Exhibit 10.1 of the registrant's Current Report on Form 8-K/A filed on January 19, 2001).
4.9
First Amendment to Rights Agreement, dated as of February 20, 2001, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (incorporated by reference to Exhibit 10 of the registrant's Current Report on Form 8-K filed on February 28, 2001).
4.10
Second Amendment to Rights Agreement, dated as of April 12, 2006, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (filed herewith).
4.11
Certificate of Designations of the Series B Junior Participating Preferred Stock of TiVo (incorporated by reference to Exhibit 4.1 of the
registrant's Current Report on Form 8-K/A filed on January 19, 2001).
4.12
Certificate of Correction to the Certificate of Designations of the Series B Junior Participating Preferred Stock of TiVo (incorporated by
reference to Exhibit 4.2 of the registrant's Current Report on Form 8-K/A filed on January 19, 2001).
4.13
Registration Rights Agreement, dated as of August 28, 2001, by and among TiVo Inc. and the purchasers listed on Schedule A thereto
(incorporated by reference to Exhibit 99.3 of the registrant's Current Report on Form 8-K filed on August 30, 2001).
4.14
Form of Three-Year Warrant (incorporated by reference to Exhibit 4.2 of the registrant's Current Report on Form 8-K filed on October 9,
2002).
4.15
Form of Three-Year Warrant (incorporated by reference to Exhibit 4.3 of the registrant's Current Report on Form 8-K filed on October 9,
2002).
95