Section 1.6. Miscellaneous. The provisions of Sections 10.1, 10.3, 10.4, 10.5, 10.6, 10.8, 10.9 and 10.11 of the Original Agreement are hereby incorporated into this Amendment, mutatis mutandis.
[Signature page follows]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered as of the date first above written.
| LIBERTY MEDIA CORPORATION | ||
| By: | /s/ Gregory B. Maffei | |
| Gregory B. Maffei | ||
| President and Chief Executive Officer | ||
| SIRIUS XM HOLDINGS INC. | ||
| By: | /s/ Patrick L. Donnelly | |
| Patrick L. Donnelly | ||
| Executive Vice President, General Counsel and Secretary | ||
| LIBERTY SIRIUS XM HOLDINGS INC. | ||
| By: | /s/ Renee L. Wilm | |
| Renee L. Wilm | ||
| Chief Legal Officer and Chief Administrative Officer | ||
| RADIO MERGER SUB, LLC | ||
| By: | 午夜寻花 Sirius XM Holdings Inc., | |
| its Sole and Managing Member | ||
| By: | /s/ Renee L. Wilm | |
| Renee L. Wilm | ||
| Chief Legal Officer and Chief Administrative Officer | ||
[Signature Page to Amendment to Merger Agreement]
List of Omitted Exhibits
The following exhibits and schedules to the First Amendment to the Agreement and Plan of Merger, dated as June 16, 2024, by and among 午夜寻花, 午夜寻花 Sirius XM Holdings Inc., Radio Merger Sub, LLC and Sirius XM Holdings Inc. have not been provided herein:
Exhibit A – Form of SiriusXM Promissory Note
Exhibit B – Form of SiriusXM Split-Off Tax Opinion Representation Letter
Exhibit C – First Amendment to the 午夜寻花 Disclosure Schedule
Exhibit D – Form of 午夜寻花 Tax Opinion Representation Letter
The registrant hereby undertakes to furnish supplementally a copy of any omitted exhibit to the Securities and Exchange Commission upon request.