Change of Control Triggering Event means a Change of Control and a Rating
Decline.
Content means all print, audio, visual and other content and information available for publication, distribution,
broadcast, transmission or any other form of delivery for exploitation on any form of media or medium of communication, whether now known or hereafter discovered or created.
Content Special Purpose Vehicle means any Special Purpose Vehicle established for the sole purpose of financing, producing,
distributing, acquiring, marketing, licensing, syndicating, publishing, transmitting or other exploitation of Content.
Default means any event that is, or with the passage of time or the giving of notice or both would be, an Event of Default.
Fox Consolidated Group means the Issuer and its Subsidiaries, in each case, which are consolidated under GAAP.
GAAP means accounting principles as are generally accepted in the United States of America as of the date or time of any
computation required under the Indenture.
Indebtedness of any Person means, at any date, and without duplication, any
obligation for or in respect of: (i) money borrowed (whether or not for cash consideration and whether or not the recourse of the lender is to the whole of the assets of such Person or only a portion thereof) and premiums (if any) and
capitalized interest (if any) in respect thereof and (ii) all obligations (if any) with respect to any debenture, bond (other than performance and similar bonds), note, loan or similar instrument (whether or not issued for cash consideration).
Notwithstanding anything stated herein to the contrary, for purposes of the indenture, any obligation owed solely between or among members of the Fox Consolidated Group shall not constitute Indebtedness.
Investment Grade means a rating of BBB- or higher by S&P Global Ratings (a division of
S&P Global Inc.) and its successors (S&P) or a rating of Baa3 or higher by Moodys Investors Service, Inc., a subsidiary of Moodys Corporation, and its successors (Moodys) or the equivalent of such
ratings.
Lien means any lien, security interest, or other charge or encumbrance of any kind, including without limitation,
the lien or retained security title of a conditional vendor and any easement, right of way or other encumbrance on title to real property.
Murdoch Family means K. Rupert Murdoch, his wife, parent or more remote forebear, children, or brothers or sisters or children of
brothers or sisters, or grandchildren, grandnieces and grandnephews and other members of his immediate family or any trust or any other entity directly or indirectly controlled by, or for the benefit of, one or more of the members of the Murdoch
Family described above (controlled entities). A trust shall be deemed controlled by the Murdoch Family if the majority of the trustees are members of the Murdoch Family or can be removed or replaced by any one or more members of the
Murdoch Family or the controlled entities.
Permitted Content Financing means debt and equity financing arrangements with
third parties for the financing, production, distribution, acquisition, marketing, licensing, syndication, publishing, transmission or other exploitation of Content by any Person in which any interest held by a member of the Fox Consolidated Group
is held through a Content Special Purpose Vehicle and as to which neither the Issuer nor its Subsidiaries has incurred any Indebtedness other than through such Content Special Purpose Vehicle.
Permitted Encumbrances means any of the following: (i) any Lien which arises in favor of an unpaid seller in respect of
goods, plant or equipment sold and delivered to any member of the Fox Consolidated Group in the ordinary course of its business until payment of the purchase price for such goods or plant or equipment or
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