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Table of Contents
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
The following documents are filed as part of this report:
(1) Consolidated Financial Statements: See Index to Consolidated Financial Statements at Item 8 on page 64 of this report.
(2) Financial Statement Schedule: The financial statement schedules are omitted as they are either not applicable or the information required in
presented in the financial statements and notes thereto under Item 8. Financial Statements and Supplementary Data.
(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 3.1 of the registrant's Quarterly Report on Form 10-
Q filed on September 10, 2007).
3.2
Amended and Restated Bylaws, dated as of April 25, 2007 (incorporated by reference to Exhibit 3.1 of the registrant's Current Report on Form
8-K filed on May 1, 2007).
3.3
Amendment No. 1 to Amended and Restated Bylaws, dated as of March 23, 2010 (incorporated by reference to Exhibit 3.1 of the registrant's
Current Report on Form 8-K filed on March 29, 2010).
4.1
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).
4.2
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).
4.3
Second Amendment to Rights Agreement, dated as of April 12, 2006, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (incorporated by reference to Exhibit 4.10 of the registrant's Annual Report on Form 10-K filed on April 14, 2006).
4.4
Third Amendment to Rights Agreement, dated as of January 26, 2010, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (filed herewith).
4.5
Fourth Amendment to Rights Agreement, dated as of March 23, 2010, between TiVo Inc. and Wells Fargo Shareowner Services, as Rights
Agent (filed herewith).
4.6
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).
4.7
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).
10.1*
Form of Indemnification Agreement between TiVo Inc. and its officers and directors (incorporated by reference to Exhibit 10.1 of the
registrant's Registration Statement on Form S-1 (SEC File No. 333-83515)).
10.2*
TiVo Inc.'s Amended and Restated 1997 Equity Incentive Plan and related documents (incorporated by reference to Exhibit 10.3 of the
registrant's Registration Statement on Form S-1 (SEC File No. 333-83515)).
10.3*
TiVo Inc. Amended & Restated 1999 Non-Employee Directors' Stock Option Plan and related documents (incorporated by reference to
Exhibit 10.3 of the registrant's Quarterly Report on Form 10-Q filed on December 10, 2004).
10.4*
TiVo Inc. Amended & Restated 1999 Equity Incentive Plan and related documents (incorporated by reference to Exhibit 10.7 of the
registrant's Quarterly Report on Form 10-Q filed on September 9, 2005).
10.5*
TiVo Inc. Amended & Restated 1999 Employee Stock Purchase Plan (incorporated by reference to Exhibit 4.1 of the registrant's Registration
Statement on Form S-8 (SEC File No. 333-153178) filed on August 25, 2009).
105