{"id":41370,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/warrant-purchase-agreement-mattel-inc-and-time-warner.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"warrant-purchase-agreement-mattel-inc-and-time-warner","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/finance\/warrant-purchase-agreement-mattel-inc-and-time-warner.html","title":{"rendered":"Warrant Purchase Agreement &#8211; Mattel Inc. and Time Warner Entertainment LP"},"content":{"rendered":"<pre>\n                   WARRANT PURCHASE AGREEMENT\n\nMattel, Inc.\n333 Continental Boulevard\nEl Segundo, California 90245-5012\n\nLadies &amp; Gentlemen:\n\n     This Warrant Purchase Agreement (the \"Agreement\") is made as\nof July 26, 2000 (the \"Closing Date\") by and between Mattel,\nInc., a Delaware corporation (the \"Company\"), and Warner Bros., a\ndivision of Time Warner Entertainment Company, L.P., a Delaware\nlimited partnership (\"Purchaser\").\n\n     The Company and Purchaser hereby confirm their respective\nagreements as follows:\n\n     1.   Authorization and Purchase of the Warrant.\n\n          (A)  Authorization of the Warrant.  As of the Closing Date, the\nCompany's Board of Directors has authorized the issuance by the\nCompany and the sale to the Purchaser of a warrant (the\n\"Warrant\") to purchase 3,000,000 fully paid and nonassessable\nshares of Common Stock, par value $1.00 per share (the \"Common\nStock\"), of the Company, all as more fully described, and subject\nto the conditions set forth below and in the form of Warrant\nannexed hereto as Exhibit 1.  The shares of Common Stock issuable\nupon exercise of the Warrant are herein referred to as the\n\"Warrant Shares;\" and the Warrant and the Warrant Shares are\nsometimes herein together referred to as the \"Securities.\"\n\n(B)  Purchase of Warrant.  Subject to the terms and conditions\nset forth below and in the Warrant, the Company shall issue to\nPurchaser the Warrant in consideration for the rights granted to\nthe Company under that certain license agreement, dated as of\nJanuary 28, 2000 (the \"License Agreement\"), by and between the\nCompany and Purchaser.  A conformed copy of the License\nAgreement, in the form executed and delivered by each of Warner\nBros. and the Company, is annexed hereto as Exhibit 2.\n\n     2.   The Closing.\n\n          (A)  Closing Date.  The closing of the purchase and sale of the\nWarrant to Purchaser hereunder (the \"Closing\") shall be held at\nthe offices of Mattel, Inc., 333 Continental Boulevard, El\nSegundo, California 90245, or at such other location as may be\nmutually agreed upon by the parties hereto, at 6:00 p.m.,\nCalifornia time, on July 26 (or such other date as may be\nmutually agreed upon in writing by the parties hereto).  On the\nClosing Date the Company shall deliver to Purchaser the Warrant\nregistered in the name of Purchaser.\n\n\n                              1\n\n\n\n     3.   Representations and Warranties of the Company.  The Company\nrepresents and warrants to Purchaser as of the Closing Date as\nfollows:\n\n          (A)  Corporate Power; Authorization.  The Company has all\nrequisite corporate power and has taken all requisite corporate\naction to execute and deliver each of this Agreement and the\nLicense Agreement, to sell and issue the Securities and to carry\nout and perform all of its obligations hereunder and thereunder.\nEach of this Agreement and the License Agreement has been duly\nauthorized, executed and delivered on behalf of the Company and\nconstitutes the valid and binding agreement of the Company,\nenforceable in accordance with its terms, except (i) as limited\nby applicable bankruptcy, insolvency, reorganization or similar\nlaws relating to or affecting the enforcement of creditors'\nrights generally and (ii) as limited by equitable principles\ngenerally.  The consummation of the transactions contemplated\nherein and the fulfillment of the terms herein will not result in\na breach of any of the terms or provisions of the Company's\nCertificate of Incorporation or by-laws.\n\n(B)  Validity of Securities.  The Warrant, when sold against the\nconsideration therefor as provided herein, will be validly\nauthorized and issued, fully paid and nonassessable.  The\nissuance and delivery of the Warrant is not subject to preemptive\nor any similar rights of the stockholders of the Company or any\nliens or encumbrances arising through the Company; and when the\nWarrant Shares are issued upon exercise and in accordance with\nthe terms of the Warrant, they will be validly issued and\noutstanding, fully paid and nonassessable and free of any liens\nor encumbrances arising through the Company.\n\n(C)  SEC Documents; Financial Statements.  The Company's Annual\nReport on Form 10-K for the fiscal year ended December 31, 1999,\nthe Company's Quarterly Report on Form 10-Q for the three months\nended March 31, 2000, the Company's Quarterly Report on Form 10-Q\nfor the three months ended June 30, 2000, the Company's Current\nReport on Form 8-K filed on April 6, 2000, the Company's Current\nReport on Form 8-K filed on May 18, 2000, the Company's Current\nReport on Form 8-K filed on July 6, 2000, the Company's Current\nReport on Form 8-K filed on July 26, 2000, and the Company's\nNotice of Annual Meeting of Stockholders and Proxy Statement,\ndated April 28, 2000, as supplemented by the Supplement to Proxy\nStatement, dated May 25, 2000 (collectively, the \"SEC\nDocuments\"), as filed by the Company with the Securities and\nExchange Commission (the \"SEC\") are attached hereto as Exhibit 3.\nEach of the SEC Documents conforms in all material respects to\nthe requirements of the Securities Exchange Act of 1934, as\namended (the \"Exchange Act\"), as applicable, and the rules,\nregulations and instructions of the Commission thereunder.  Each\nof the SEC Documents did not as of its respective date contain\nany untrue statement of a material fact or omit to state a\nmaterial fact required to be stated therein or necessary to make\nthe statements made therein, in the light of the circumstances in\nwhich they were made, not misleading.  The financial statements\nof the Company included in the SEC Documents (the \"Financial\nStatements\") comply as to form in all material respects with\napplicable accounting requirements and with the published rules\nand regulations of the Commission with respect thereto.  Except\nas may be indicated in the notes to the Financial Statements, the\nFinancial Statements have been prepared in accordance with\ngenerally accepted accounting principles consistently applied and\nfairly present the consolidated financial position of the Company\nand its subsidiaries at the dates thereof.  From June 30, 2000\n\n\n\n                              2\n\n\nthrough the date hereof, except for any events described in the\nSEC Documents, there have been no events giving rise to a\nmaterial averse effect on the business of the Company.\n\n          (D)  Authorized and Unissued Shares of Common Stock.\nDuring the period within which this Warrant may be exercised, the\nCompany will at all times have authorized and reserved, for the\npurpose of issue or transfer upon exercise of this Warrant, a\nsufficient number of authorized but unissued shares of Common\nStock, when and as required to provide for the exercise of the\nrights represented by this Warrant.\n\n     4.   Representations and Warranties of Purchaser.  Purchaser\nhereby represents and warrants to the Company as of the Closing\nDate as follows:\n\n          (A)  Investment Experience.  Purchaser is an \"accredited\ninvestor\" within the meaning of Rule 501 under the Securities Act\nof 1933, as amended (the \"Securities Act\"), and was not organized\nfor the specific purpose of acquiring the Securities.  Purchaser\nis aware of the Company's business affairs and financial\ncondition and has acquired sufficient information about the\nCompany to reach an informed and knowledgeable decision to\nacquire the Securities.  Purchaser has such business and\nfinancial experience as is required to give it the capacity to\nprotect its own interests in connection with the purchase of the\nSecurities.  Purchaser has had the opportunity to ask questions\nand receive answers concerning the terms and conditions of its\npurchase of the Securities and to obtain any additional\ninformation from the Company that is necessary to verify the\ninformation furnished in the SEC Documents.\n\n(B)  Investment Intent.  Purchaser is purchasing the Warrant for\ninvestment for its own account only and not with a view to, or\nfor resale in connection with, any \"distribution\" thereof within\nthe meaning of the Securities Act.  Purchaser understands that\nthe Warrant has not been registered under the Securities Act or\nregistered or qualified under any state securities law in\nreliance on specific exemptions therefrom, which exemptions may\ndepend upon, among other things, the bona fide nature of\nPurchaser's investment intent as expressed herein.\n\n(C)  Authorization.  Purchaser has all requisite power and has\ntaken all requisite action to execute and deliver each of this\nAgreement and the License Agreement, to license the rights\ngranted to the Company under the License Agreement and to carry\nout and perform all of its obligations hereunder and thereunder.\nEach of this Agreement and the License Agreement has been duly\nauthorized, executed and delivered on behalf of Purchaser and\nconstitutes the valid and binding agreement of Purchaser,\nenforceable in accordance with its terms, except (i) as limited\nby applicable bankruptcy, insolvency, reorganization or similar\nlaws relating to or affecting the enforcement of creditors'\nrights generally and (ii) as limited by equitable principles\ngenerally.  The consummation of the transactions contemplated\nherein and the fulfillment of the terms herein will not result in\na breach of any of the terms or provisions of Purchaser's\npartnership agreement or other similar organizational documents.\n\n(D)  No Legal, Tax or Investment Advice.  Purchaser understands\nthat nothing in this Agreement or any other materials presented\nto Purchaser in connection with the purchase and sale of the\nSecurities constitutes legal, tax or investment advice.\nPurchaser has consulted\n\n\n\n                              3\n\n\n\nsuch legal, tax and investment advisors\nas it, in its sole discretion, has deemed necessary or\nappropriate in connection with its purchase of the Warrant.\n\n     5.   Restrictions on Transfer of Securities; Registrable\nSecurities.\n\n          (A)  Restrictions on Transferability.  The Securities shall not\nbe offered, resold, pledged or otherwise transferred from\nPurchaser to a transferee other than (i) in accordance with the\nprovisions of Sections 5(C) and 5(E) hereof (only with respect to\nthe Warrants), (ii) in accordance with the provisions of\nSection 6 of the Warrant, and (iii) in a transaction meeting the\nrequirements of Rule 144 under the Securities Act (\"Rule 144\") or\notherwise in accordance with the Securities Act and the\napplicable securities laws of any state of the United States or\nany other applicable jurisdiction.  Purchaser will be required to\nnotify any subsequent purchaser of any then existing resale\nrestrictions as set forth above and to comply with the provisions\nof Section 5(C) below.  The Company shall be entitled to give\nstop transfer instructions to the transfer agent with respect to\nthe Securities in order to enforce the foregoing restrictions.\n\n(B)  Restrictive Legends.  Each certificate representing any of\nthe Securities (or any other securities issued in respect of the\nSecurities upon any stock split or stock dividend) shall (unless\notherwise permitted by the provisions hereof or the Warrant) be\nstamped or otherwise imprinted with a legend substantially in the\nfollowing form (in addition to any legend required under\napplicable federal or state securities laws):\n\n     THE  SECURITIES  REPRESENTED BY THIS CERTIFICATE  HAVE  BEEN\n     ACQUIRED  FOR INVESTMENT AND HAVE NOT BEEN REGISTERED  UNDER\n     THE  SECURITIES ACT OF 1933.  THE SECURITIES MAY NOT BE SOLD\n     OR  TRANSFERRED  IN THE ABSENCE OF SUCH REGISTRATION  OR  AN\n     EXEMPTION  THEREFROM.  THE SECURITIES  REPRESENTED  BY  THIS\n     CERTIFICATE AND THE RIGHTS OF THE HOLDER HEREOF ARE  SUBJECT\n     TO  CERTAIN RESTRICTIONS ON TRANSFER AND OTHER RESTRICTIONS,\n     AND  THE  HOLDER  OF  THE  SECURITIES  REPRESENTED  BY  THIS\n     CERTIFICATE  (INCLUDING ANY FUTURE HOLDER) IS BOUND  BY  THE\n     TERMS  OF  A WARRANT PURCHASE AGREEMENT BETWEEN THE ORIGINAL\n     PURCHASER  AND THE COMPANY (COPIES OF WHICH MAY BE  OBTAINED\n     FROM THE COMPANY).\n\n          (C)  Any Subsequent Holder of the Warrant to Expressly Assume\nObligations Hereunder; Purchaser's Ability to Transfer.\nPurchaser hereby covenants and agrees that from and after the\ndate hereof, Purchaser may transfer (as defined in the Warrant)\nthe Warrant only in accordance with the provisions of Section\n6(B) of the Warrant and the other provisions of this Section 5\nand only to a transferee (referred to herein as a \"Holder\" of the\nWarrant) who expressly and in writing agrees with Purchaser and\nthe Company, at the time of such transfer, to assume all of the\nobligations of, and comply with all of the provisions applicable\nto, Purchaser under this Agreement and Holder under the Warrant.\nReferences in this Section 5(C) to the Warrant shall mean the\nWarrant or either of the two One-half Warrants (as defined in the\nWarrant), as the case may be.\n\n\n                              4\n\n\n\n\n(D)  Registration on Form S-3.\n\n               (i)  Filing of Registration Statement relating to the Warrant\nShares.  Subject to the provisions of Section 5(D)(iv) below, the\nCompany agrees that it shall file (or have on file) with the SEC\na shelf registration statement pursuant to Rule 415 under the\nSecurities Act (the \"Registration Statement\") relating to the\nresale by Purchaser of all Warrant Shares (such Warrant Shares\ncovered by the Registration Statement constituting the\n\"Registrable Securities\").  Until the Registration Statement is\neffective, the Company shall use commercially reasonable efforts\nto cause the Registration Statement to become effective.  The\nCompany  shall commence the registration process no later than\nfive (5) days after the date hereof.  The Company is not\npresently aware of any reason that would cause the SEC to fail to\ndeclare the Registration Statement effective following the\nsatisfactory completion of its customary review process.\n\n(ii) Registration Expenses.  The Company shall pay all\nRegistration Expenses in connection with any registration,\nqualification or compliance hereunder, and Purchaser shall pay\nall Selling Expenses and other expenses that are not Registration\nExpenses relating to the Registrable Securities resold by\nPurchaser.  \"Registration Expenses\" shall mean all expenses,\nexcept for Selling Expenses, incurred by the Company in complying\nwith the registration provisions herein described, including,\nwithout limitation, all registration, qualification and filing\nfees, printing expenses, fees and disbursements of counsel for\nthe Company, blue sky fees and expenses, transfer taxes that may\nbe payable in respect of the issuance or delivery of the Warrant\nShares (except any such issuance or transfer in a name other than\nthat in which the Warrant is registered) and the expense of any\nspecial audits incident to or required by any such registration.\n\"Selling Expenses\" shall mean all stock transfer taxes applicable\nto the Registrable Securities by reason of issuance or transfer\nin a name other than that in which the Warrant is registered, all\nfees and disbursements of counsel for Purchaser, and all other\nexpenses incurred by Purchaser relating to the Registrable\nSecurities.\n\n(iii)     Additional Company Obligations.  In the case of any\nregistration effected by the Company pursuant to these\nregistration provisions, the Company will use its commercially\nreasonable efforts to:  (a) keep such Registration Statement\neffective for a period beginning on the date the Registration\nStatement is declared effective by the SEC (the \"Effective Date\")\nand ending on the earliest of the following dates (such earliest\ndate referred to herein as the \"Expiration Date\"):  (i) the date\nupon which the Purchaser or any subsequent Holder fails to hold\nat least 10% of the Warrant Shares; (ii) the date upon which the\nRegistrable Securities could be sold by the Purchaser (or\nsubsequent Holder) in a single transaction pursuant to Rule 144\nunder the Securities Act and the Company has agreed to remove the\nlegend referred to in Section 5(B); (iii) the date which is the\nfifth anniversary of the Closing Date; and (iv) the date as of\nwhich all of the Registrable Securities have been sold pursuant\nto the Registration Statement; (b) prepare and file with the SEC\nsuch amendments and supplements to the Registration Statement and\nthe prospectus used in connection with the Registration Statement\nas may be necessary to comply with the provisions of the\nSecurities Act with respect to sales of the Registrable\nSecurities pursuant to the Registration Statement; (c) furnish to\nthe Purchaser (or subsequent Holder) as many copies of the\nprospectus and other documents incident thereto, including any\namendment or supplement thereto, as such Holder may reasonably\nrequest (and the\n\n\n                              5\n\n\n\nCompany hereby consents to the use (in\naccordance with law) of the prospectus, and any amendment or\nsupplement thereto, by the Purchaser (or subsequent Holder) in\nconnection with the offer and sale of the Registrable Securities;\n(d) cause all Warrant Shares to be listed on each securities\nexchange and quoted on each quotation service on which similar\nsecurities issued by the Company are then listed or quoted;\n(e) provide a transfer agent and registrar for all Warrant Shares\nand a CUSIP number for all Warrant Shares; and (f) use its\ncommercially reasonable efforts to comply with all applicable\nrules and regulations of the SEC.\n\n(iv) Rule 144; Information Concerning Purchaser (or any\nSubsequent Holder).  Purchaser (and any subsequent Holder) shall\nfurnish to the Company such information regarding Purchaser (and\nsuch subsequent Holder) as the Company may reasonably request in\nwriting in connection with any registration, qualification or\ncompliance described herein.  Purchaser (and each subsequent\nHolder) shall represent that such information is true, complete\nand accurate in all material respects as of the respective dates\nthereof.\n               (v)  Suspension of Registration Statement.  The\nPurchaser (and any subsequent Holder) agrees, by exercise of the\nWarrant, upon receipt of notice (a \"Suspension Notice\") by the\nCompany (i) of the issuance by the SEC of any stop order\nsuspending the effectiveness of the Registration Statement under\nthe Securities Act or of the suspension by any state securities\ncommission of the qualification of the Registrable Securities\nfor offering or sale in any jurisdiction, or the initiation of\nany proceeding for any of the preceding purposes, or (i) of the\nexistence of any fact or the happening of any event that makes\nany statement of a material fact made in the Registration\nStatement, the prospectus contained therein, any amendment or\nsupplement thereto or any document incorporated by reference\ntherein untrue, or that requires the making of any additions to\nor changes in the Registration Statement in order to make the\nstatements therein not misleading, or that requires the making\nof any additions to or changes in the prospectus in order to\nmake the statements therein, in the light of the circumstances\nunder which they were made, not misleading, the Purchaser (or\nany such Holder) will forthwith discontinue disposition of\nWarrant Shares pursuant to the Registration Statement until (i)\nthe Purchaser (or such Holder) has received copies of a\nsupplemented or amended prospectus, or (ii) the Purchaser (or\nsuch Holder) is advised in writing by the Company that the use\nof the prospectus may be resumed, and has received copies of any\nadditional or supplemental filings that are incorporated by\nreference in the prospectus (in each case, the \"Recommencement\nDate\").  The Purchaser (and any subsequent Holder) receiving a\nSuspension Notice hereby agrees that it will either (i) destroy\nany prospectuses, other than permanent file copies, then in the\nPurchaser's (or such Holder's) possession which have been\nreplaced by the Company with more recently dated prospectuses or\n(ii) deliver to the Company (at the Company's expense) all\ncopies, other than permanent file copies, then in the\nPurchaser's (or such Holder's) possession of the prospectus\ncovering Registrable Securities that was current at the time of\nreceipt of the Suspension Notice.\n\n          (E)  Exercise of Warrant.\n\n               (i)  Notice of Proposed Exercise of the Warrant.\nPurchaser (and each subsequent Holder) hereby agrees to provide\nto the Company ten (10) business days' prior\n\n\n                              6\n\n\n\n\nwritten notice (a \"Notice of\nProposed Exercise\") of Purchaser's (or such Holder's) intention\nto exercise the Warrant, which notice shall specify whether such\nexercise is a Cashless Exercise (as defined in the Warrant) or an\nexercise of the Warrant for cash as provided in the Warrant.\n\n(ii) Potential Extension of Expiration Date.  If the Notice of\nProposed Exercise is given within the ten (10) business days\nimmediately preceding the Expiration Date of the Warrant, the\nExpiration Date of the Warrant shall be extended such number of\ndays (and only such number of days) necessary to permit timely\nexercise of the Warrant in accordance with the provisions of\nSection 5(E)(i).\n\n     6.   Company Reports Filed Under the Exchange Act.  With a view\nto making available to the Holder the benefits of Rule 144 and\nother rules or regulations of the SEC that may permit the Holder\nto sell Warrant Shares to the public without registration, the\nCompany covenants and agrees to: (a) make and keep public\ninformation available, as those terms are understood and defined\nin Rule 144, at all times after the Closing; (b) file with the\nSEC in a timely manner all reports and other documents required\nof the Company under the Securities Act and the Exchange Act; and\n(c) furnish to the Holder, so long as the Holder owns any\nSecurities forthwith upon request, (i) a written statement by the\nCompany that it has complied with the reporting requirements of\nRule 144, the Securities Act and the Exchange Act, (ii) a copy of\nthe most recent annual report of the Company, and a copy of each\nquarterly and interim report of the Company filed since the\nfiling of the most recent annual report of the Company, and\n(iii) such other information as may be reasonably requested in\norder to avail the Holder of any rule or regulation of the SEC\nthat permits the selling of any such Securities without\nregistration.\n\n     7.   Miscellaneous.\n\n          (A)  Waivers and Amendments.  The terms of this Agreement\nmay be waived or amended only with the written consent of the Company\nand Purchaser.\n\n(B)  Governing Law.  This Agreement and the Warrant shall each be\nconstrued and enforced in accordance with, and the rights of the\nparties shall be governed by, the laws of the State of Delaware\nwithout regard to conflict of laws.\n\n(C)  Survival.  The representations, warranties, covenants and\nagreements made herein shall survive any investigation made by\nthe Company or Purchaser and the Closing.\n\n(D)  Successors and Assigns.  The provisions hereof shall inure\nto the benefit of, and be binding upon, the successors, assigns,\nheirs, executors and administrators of the parties hereto\n(specifically including any person that becomes a Holder of the\nWarrant through transfer thereof from the Purchaser, and any\nother successors in interest to the Securities).  In the event of\nany merger, consolidation or acquisition involving the Company in\nwhich the Company is not the surviving entity, the Company's\nobligations hereunder and under the Warrant shall be expressly or\nby operation of law assumed by the surviving entity.\n\n(E)  Entire Agreement.  This Agreement constitutes the full and\nentire understanding and agreement between the parties with\nregard to the subject hereof.\n\n\n                              7\n\n\n\n(F)  Notices, etc.  All notices and other communications required\nor permitted hereunder shall be effective upon receipt and shall\nbe in writing and may be delivered in person, by facsimile,\novernight delivery service or U.S. mail, in which event it may be\nmailed by first-class, certified or registered, postage prepaid,\naddressed:\n\n     if to Purchaser, at\n\n               Warner Bros.\n               4000 Warner Blvd.\n               Burbank, California 91522\n               Attention:  General Counsel\n               Fax:  (818) 954-4768\n     or\n\n     if to the Company, at\n\n               Mattel Inc.\n               333 Continental Boulevard\n               El Segundo, California 90245-5012\n               Attention:  Robert Normile, Esq.\n               Fax:  (310) 252-2567\n\n     with a copy to\n\n               Latham &amp; Watkins\n               633 West Fifth Street, Suite 4000\n               Los Angeles, California 90071-2007\n               Attention:  James P. Beaubien, Esq.\n               Fax:  (213) 891-8763\n\nor in any case at such other address as Purchaser or the Company\nshall have furnished to the other in writing.\n\n          (G)  Severability of this Agreement.  If any provision of this\nAgreement shall be judicially determined to be invalid, illegal\nor unenforceable, the validity, legality and enforceability of\nthe remaining provisions shall not in any way be affected or\nimpaired thereby.\n\n(H)  Titles and Subtitles.  The titles of the paragraphs and\nsubparagraphs of this Agreement are for convenience of reference\nand shall not, by themselves, determine the construction of this\nAgreement.\n\n(I)  Counterparts.  This Agreement may be executed in any number\nof counterparts, each of which shall be an original, but all of\nwhich together shall constitute one instrument.\n\n                              8\n\n\n\n\n(J)  Tax Treatment.  The Company and Purchaser hereby agree that,\nfor Federal income tax purposes, (i) Purchaser will recognize\nincome attributable to the Warrant in the taxable year within\nwhich Purchaser either exercises or transfers the Warrant and\n(ii) the Company will claim a deduction in an amount equal to\nPurchaser's recognized income in the taxable year within which\nPurchaser either exercises or transfers the Warrant.\n\n                    (Signature page follows)\n\n\n                              9\n\n\n\n\n\n     Please confirm that the foregoing correctly sets forth the\nagreement between us by signing in the space provided below for\nthat purpose.\n\n                         WARNER BROS.,\n                         a division of Time Warner Entertainment\n                         Company, L.P.\n\n\n                         \/s\/ Gary Meisel\n                         _______________\n                         By: GARY MEISEL\n                         Title: Senior Vice President Corporate\n                                Business Affairs\n\n\nAGREED AND ACCEPTED,\nas of the date first above written:\n\n\nMattel, Inc.\n\n\n\n\/s\/ Robert Normile\n__________________\nBy: ROBERT NORMILE\nTitle: Senior Vice President, General Counsel\n\n\n                              10\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6713,8145],"corporate_contracts_industries":[9510,9403],"corporate_contracts_types":[9560,9572],"class_list":["post-41370","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-aol-time-warner-inc","corporate_contracts_companies-mattel-inc","corporate_contracts_industries-technology__programming","corporate_contracts_industries-consumer__toys","corporate_contracts_types-finance","corporate_contracts_types-finance__warrant"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41370","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=41370"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41370"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41370"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41370"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}