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As Of Filer Filing For·On·As Docs:Size Issuer Agent 5/16/17 Altice USA, Inc. S-1/A 52:68M Merrill Corp/New/FA |
Document/Exhibit Description Pages Size 1: S-1/A Pre-Effective Amendment to Registration Statement HTML 4.77M (General Form) 9: EX-4.10 Instrument Defining the Rights of Security Holders HTML 569K 10: EX-4.11 Instrument Defining the Rights of Security Holders HTML 605K 11: EX-4.12 Instrument Defining the Rights of Security Holders HTML 1.00M 12: EX-4.13 Instrument Defining the Rights of Security Holders HTML 35K 13: EX-4.14 Instrument Defining the Rights of Security Holders HTML 989K 14: EX-4.15 Instrument Defining the Rights of Security Holders HTML 59K 15: EX-4.16 Instrument Defining the Rights of Security Holders HTML 987K 16: EX-4.17 Instrument Defining the Rights of Security Holders HTML 1.12M 17: EX-4.18 Instrument Defining the Rights of Security Holders HTML 212K 18: EX-4.19 Instrument Defining the Rights of Security Holders HTML 483K 19: EX-4.20 Instrument Defining the Rights of Security Holders HTML 925K 20: EX-4.21 Instrument Defining the Rights of Security Holders HTML 144K 21: EX-4.22 Instrument Defining the Rights of Security Holders HTML 34K 22: EX-4.23 Instrument Defining the Rights of Security Holders HTML 1.32M 23: EX-4.24 Instrument Defining the Rights of Security Holders HTML 528K 24: EX-4.25 Instrument Defining the Rights of Security Holders HTML 1.07M 25: EX-4.26 Instrument Defining the Rights of Security Holders HTML 191K 26: EX-4.27 Instrument Defining the Rights of Security Holders HTML 56K 27: EX-4.28 Instrument Defining the Rights of Security Holders HTML 774K 28: EX-4.29 Instrument Defining the Rights of Security Holders HTML 753K 2: EX-4.3 Instrument Defining the Rights of Security Holders HTML 554K 29: EX-4.30 Instrument Defining the Rights of Security Holders HTML 741K 30: EX-4.31 Instrument Defining the Rights of Security Holders HTML 925K 31: EX-4.32 Instrument Defining the Rights of Security Holders HTML 40K 3: EX-4.4 Instrument Defining the Rights of Security Holders HTML 726K 4: EX-4.5 Instrument Defining the Rights of Security Holders HTML 172K 5: EX-4.6 Instrument Defining the Rights of Security Holders HTML 118K 6: EX-4.7 Instrument Defining the Rights of Security Holders HTML 659K 7: EX-4.8 Instrument Defining the Rights of Security Holders HTML 649K 8: EX-4.9 Instrument Defining the Rights of Security Holders HTML 611K 32: EX-10.1 Material Contract HTML 2.30M 41: EX-10.10 Material Contract HTML 1.86M 42: EX-10.11 Material Contract HTML 85K 43: EX-10.12 Material Contract HTML 76K 44: EX-10.13 Material Contract HTML 3.31M 45: EX-10.14 Material Contract HTML 515K 46: EX-10.15 Material Contract HTML 1.02M 47: EX-10.16 Material Contract HTML 106K 48: EX-10.17 Material Contract HTML 132K 49: EX-10.18 Material Contract HTML 31K 33: EX-10.2 Material Contract HTML 34K 34: EX-10.3 Material Contract HTML 74K 35: EX-10.4 Material Contract HTML 75K 36: EX-10.5 Material Contract HTML 7.40M 37: EX-10.6 Material Contract HTML 128K 38: EX-10.7 Material Contract HTML 7.30M 39: EX-10.8 Material Contract HTML 91K 40: EX-10.9 Material Contract HTML 254K 50: EX-21.1 Subsidiaries HTML 133K 51: EX-23.1 Consent of Experts or Counsel HTML 18K 52: EX-23.2 Consent of Experts or Counsel HTML 16K
Exhibit 4.22
EXECUTION VERSION
COPYRIGHT SECURITY AGREEMENT
This COPYRIGHT SECURITY AGREEMENT, dated as of December 21, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by the entities identified as grantors on the signature pages hereto (collectively, the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Security Agent”).
WHEREAS, the Grantors are party to a Notes Pledge and Security Agreement dated as of December 21, 2015 (the “Pledge and Security Agreement”) between each of the Grantors and the other grantors party thereto and the Security Agent pursuant to which the Grantors granted a security interest to the Security Agent in the Copyright Collateral (as defined below) and are required to execute and deliver this Agreement.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Grantors hereby agree with the Security Agent as follows:
SECTION 1. Defined Terms
Unless otherwise defined herein, terms defined in the Pledge and Security Agreement and used herein have the meaning given to them in the Pledge and Security Agreement.
SECTION 2. Grant of Security Interest
Each Grantor hereby grants to the Security Agent, for the benefit of the Secured Parties, a security interest in and continuing lien on all of such Grantor’s right, title and interest in, to and under the following, in each case whether now or hereafter existing or in which any Grantor now has or hereafter acquires an interest and wherever the same may be located (collectively, the “Copyright Collateral”):
(a) all United States, and foreign copyrights, including but not limited to copyrights in software and databases, and all Mask Works (as defined under 17 U.S.C. 901 of the U.S. Copyright Act), whether registered or unregistered, and, with respect to any and all of the foregoing: (i) all registrations and applications therefor including, without limitation, the registrations and applications listed on Schedule A hereto, (ii) all extensions and renewals thereof, (iii) all rights corresponding thereto throughout the world, (iv) all rights to sue or otherwise recover for past, present and future infringements thereof, and (v) all Proceeds of the foregoing, including, without limitation, license fees, royalties, income, payments, claims, damages and proceeds of suit; and
(b) any and all agreements, licenses and covenants providing for the granting of any exclusive right to such Grantor in or to any registered Copyright including, without limitation,
each agreement listed in Schedule A hereto, and the right to sue or otherwise recover for past, present and future infringements thereof, and all Proceeds of the foregoing, including without limitation license fees, royalties, income, payments, claims, damages and proceeds of suit.
SECTION 3. Pledge and Security Agreement
The security interest granted pursuant to this Agreement is granted in conjunction with the security interest granted to the Security Agent for the Secured Parties pursuant to the Pledge and Security Agreement, and the Grantors hereby acknowledge and affirm that the rights and remedies of the Security Agent with respect to the security interest in the Copyright Collateral made and granted hereby are more fully set forth in the Pledge and Security Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein. In the event that any provision of this Agreement is deemed to conflict with the Pledge and Security Agreement, the provisions of the Pledge and Security Agreement shall control.
SECTION 4. Governing Law
THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER AND ALL CLAIMS AND CONTROVERSIES ARISING OUT OF THE SUBJECT MATTER HEREOF WHETHER SOUNDING IN CONTRACT LAW, TORT LAW OR OTHERWISE SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAW PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF ANY OTHER LAW (OTHER THAN ANY MANDATORY PROVISIONS OF LAW RELATING TO THE LAW GOVERNING PERFECTION AND THE EFFECT OF PERFECTION OF THE SECURITY INTEREST).
SECTION 5. Counterparts
This Agreement may be executed in one or more counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument.
[Remainder of page intentionally left blank]
IN WITNESS WHEREOF, each Grantor has caused this Agreement to be executed and delivered by its duly authorized officer as of the date first set forth above.
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CEQUEL COMMUNICATIONS, LLC | |
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By: |
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Name: Craig L. Rosenthal |
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Title: Senior Vice President, General Counsel and Secretary |
[signature page to Copyright Security Agreement_ Notes]
Accepted and Agreed: |
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JPMORGAN CHASE BANK, N.A., |
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By: |
/s/ Tina Ruyter |
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Name: Tina Ruyter |
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Title: Executive Director |
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[signature page to Copyright Security Agreement-Notes]
SCHEDULE A
to
COPYRIGHT SECURITY AGREEMENT
COPYRIGHT REGISTRATIONS AND APPLICATIONS
Title |
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Registration No. |
Am Different :120, I. |
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PA0001650802 |
Am Different :120, II. |
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TX0006998644 |
I Am Different :60, I |
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PA0001650797 |
I Am Different :60, I |
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TX0006998641 |
This ‘S-1/A’ Filing | Date | Other Filings | ||
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Filed on: | 5/16/17 | CORRESP | ||
12/21/15 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/15/24 Altice USA, Inc. 10-K 12/31/23 119:17M Workiva Inc Wde… FA01/FA 2/23/23 Altice USA, Inc. 10-K 12/31/22 119:18M Workiva Inc Wde… FA01/FA 2/16/22 Altice USA, Inc. 10-K 12/31/21 118:19M Workiva Inc Wde… FA01/FA 2/12/21 Altice USA, Inc. 10-K 12/31/20 127:22M Workiva Inc Wde… FA01/FA 12/28/20 Altice USA, Inc. SC TO-I/A 2:47K Altice USA, Inc. Toppan Merrill/FA 12/22/20 Altice USA, Inc. SC TO-I/A 2:62K Altice USA, Inc. Toppan Merrill/FA 12/10/20 Altice USA, Inc. SC TO-I/A 1:39K Altice USA, Inc. Toppan Merrill/FA 12/03/20 Altice USA, Inc. SC TO-I/A 1:172K Altice USA, Inc. Toppan Merrill/FA |