Schedule 1.01(v)
Secured Hedge Agreements as of the Closing Date
Schedule 2.01
Commitments and Applicable Percentages
Schedule 6.02
Subsidiaries; Affiliates; Loan Parties
Schedule 6.03
Required Consents and Regulatory Approvals
Schedule 6.05
Existing Litigation
Schedule 6.06
Material Real Property
Schedule 6.15
Existing Investments
Schedule 6.20
Environmental Compliance
Schedule 7.15
Existing Indebtedness
Schedule 7.16
Existing Guarantees
Schedule 7.17
Existing Liens
Schedule 7.20
Transactions with Affiliates
EXHIBITS:
EXHIBIT A‐1
Form of Committed Loan Notice
EXHIBIT A‐2
Form of Committed Loan Notice for Conversion or Continuation of Loans
EXHIBIT B‐1
Form of Term A Note
EXHIBIT B‐2
[Reserved]
EXHIBIT B‐3
Form of Revolving Credit Note
EXHIBIT B‐4
Form of Swingline Note
EXHIBIT C
Form of Compliance Certificate
EXHIBIT D‐1
Form of Certificate as to Quarterly Financial Statements
EXHIBIT D‐2
Form of Certificate as to Annual Financial Statements
EXHIBIT E
Form of Opinion of General Counsel for the Borrower and the other Loan Parties
EXHIBIT F
Form of Opinion of Special New York Counsel to the Borrower and the other Loan
Parties
EXHIBIT G
[Reserved]
EXHIBIT H
Form of Assignment and Assumption
EXHIBIT I
Form of Incremental Term Supplement
EXHIBIT J
Form of Loan Certificate
EXHIBIT K
Form of Guaranty Supplement
EXHIBIT L
Form of Mortgage
v
Exhibit 10.30
AMENDED AND RESTATED CREDIT AGREEMENT
This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of December 16,
2013 (this "Credit Agreement"), among AMC NETWORKS INC., a Delaware corporation
(the "Company"), AMC NETWORK ENTERTAINMENT LLC, a New York limited liability
company (collectively with the Company and each Additional Borrower (as defined
below), the "Borrower"), the Restricted Subsidiaries identified herein, the
lenders which are parties hereto, together with their respective successors and
assigns, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Collateral
Agent and L/C Issuer.
R E C I T A L S
WHEREAS, the Company has requested that the Lenders provide revolving credit and
term loans for the purposes set forth in Section 7.10, including the refinancing
of, and repayment of amounts outstanding under, the Original Credit Agreement
(such term and each other capitalized term used but not defined in these
recitals having the meaning ascribed thereto in Article I of this Credit
Agreement);
WHEREAS, the Revolving Credit Facility and the Term A Facility are to be made
available by the Lenders in accordance with the terms and conditions of this
Credit Agreement by the funding of the loans thereunder as set forth herein;
WHEREAS, each of the Guarantors expects to derive benefit, directly or
indirectly, from the making of the loans under the Facilities; and
WHEREAS, the Lenders are willing to amend and restate the Original Credit
Agreement and to make available the loans under the Facilities on the terms and
conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto amend and restate the Original Credit Agreement and covenant and
agree as follows:
ARTICLE I
DEFINITIONS AND ACCOUNTING MATTERS
Section 1.01
Certain Defined Terms.