Agent for Service; Submission to Jurisdiction; Waiver of Immunities. The Issuer and each Guarantor agree that any suit, action or proceeding against the Issuer or any Guarantor brought by any Holder of Notes or the Trustee arising out of or based upon this Indenture, the Guarantee or the Notes may be instituted in any state or Federal court in the Borough of Manhattan, New York, New York, and any appellate court from any thereof, and each of them irrevocably submits to the non-exclusive jurisdiction of such courts in any suit, action or proceeding. Each of the Issuer and the Guarantors irrevocably waives, to the fullest extent permitted by law, any objection to any suit, action, or proceeding that may be brought in connection with this Indenture, the Guarantees or the Notes, including such actions, suits or proceedings relating to securities laws of the United States of America or any state thereof, in such courts whether on the grounds of venue, residence or domicile or on the ground that any such suit, action or proceeding has been brought in an inconvenient forum. The Issuer and the Guarantors agree that final judgment in any such suit, action or proceeding brought in such court shall be conclusive and binding upon the Issuer or any Guarantor, as the case may be, and may be enforced in any court to the jurisdiction of which the Issuer or any Guarantor, as the case may be, are subject by a suit upon such judgment; provided, however that service of process is effected upon the Issuer or any Guarantor, as the case may be, in the manned provided by this Indenture. Each of the Issuer and the Guarantors irrevocably and unconditionally: (1) has submitted itself and its property in any legal action or proceeding relating to this Indenture to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the general jurisdiction of the Courts of the State of New York, sitting in the Borough of Manhattan, The City of New York, the courts of the United States of America for the Southern District of New York, appellate courts from any thereof and courts of its own corporate domicile, with respect to actions brought against it as defendant; (2) has consented that any such action or proceeding may be brought in such courts and waive any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; and (3) has appointed CT Corporation System, with offices on the date hereof at 000 0xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, or any successor, as its authorized agent (the “Authorized Agent”), upon whom process may be served in any suit, action or proceeding arising out of or based upon this Indenture, the Guarantees or the Notes or the transactions contemplated herein. Each of the Issuer and the Guarantors hereby represents and warrants that the Authorized Agent has accepted such appointment and has agreed to act as said agent for service of process, and the Issuer and the Guarantors agree to take any and all action, including the filing of any and all documents that may be necessary to continue such respective appointment in full force and effect as aforesaid. Service of process upon the Authorized Agent shall be deemed, in every respect, effective service of process upon the Issuer and the Guarantors. Notwithstanding the foregoing, any action involving the Issuer or the Guarantors arising out of or based upon this Indenture, the Guarantees or the Notes may be instituted by any Holder or the Trustee in any other court of competent jurisdiction. CLEAR CHANNEL INTERNATIONAL B.V., as Issuer By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B Clear Channel International - Indenture GUARANTORS: CLEAR CHANNEL BELGIUM SRL By: /s/ Xxx Xx Xxxx Name: Xxx Xx Xxxx Title: Authorized signatory Clear Channel International - Indenture CLEAR CHANNEL INTERNATIONAL HOLDINGS B.V. By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B CLEAR CHANNEL NEDERLAND HOLDING B.V. By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director CLEAR CHANNEL NEDERLAND B.V. By: Clear Channel Nederland Holding B.V., its director By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director of Clear Channel Nederland Holding B.V. Clear Channel International - Indenture CLEAR CHANNEL HOLDINGS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL INTERNATIONAL LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL UK LIMITED By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Director CLEAR CHANNEL OVERSEAS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director Clear Channel International - Indenture CLEAR CHANNEL HOLDING AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO CLEAR CHANNEL SCHWEIZ AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO Clear Channel International - Indenture CLEAR CHANNEL SVERIGE AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman CLEAR CHANNEL SALES AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Clear Channel International - Indenture U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent, Registrar and Transfer Agent By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President Clear Channel International - Indenture U.S. BANK TRUSTEES LIMITED, as Security Agent By: /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Authorized Signatory Clear Channel International - Indenture EXHIBIT A [Face of Note] [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] CUSIP [ ] ISIN [ ]1 [[RULE 144A][REGULATION S] GLOBAL NOTE representing up to $375,000,000 6.625% Senior Secured Notes due 2025 No. [$ ] CLEAR CHANNEL INTERNATIONAL B.V. as the Issuer promises to pay to CEDE & CO. or registered assigns, the principal sum set forth on the Schedule of Exchanges of Interests in the Global Note attached hereto on August 1, 2025. Interest Payment Dates: April 1 and October 1 Record Dates: March 15 and September 15 1 Rule 144A Note CUSIP: 18452M AB2 Rule 144A Note ISIN: US18452MAB28 Regulation S Note CUSIP: N2104M AC1 Regulation S Note ISIN: USN2104MAC12 IN WITNESS HEREOF, the Issuer has caused this instrument to be duly executed. Dated: CLEAR CHANNEL INTERNATIONAL B.V. as Issuer By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: U.S. BANK NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 6.625% Senior Secured Notes due 2025 Capitalized terms used herein shall have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.
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Agent for Service; Submission to Jurisdiction; Waiver of Immunities. The Issuer By the execution and each Guarantor agree that any suit, action or proceeding against the Issuer or any Guarantor brought by any Holder delivery of Notes or the Trustee arising out of or based upon this Indenture, the Guarantee or the Notes may be instituted in any state or Federal court in the Borough of Manhattan, New York, New York, and any appellate court from any thereof, and each of them irrevocably submits to the non-exclusive jurisdiction of such courts in any suit, action or proceeding. Each of the Issuer and the Guarantors irrevocably waives, to the fullest extent permitted by law, any objection to any suit, action, or proceeding that may be brought in connection with this Indenture, the Guarantees or the Notes, including such actions, suits or proceedings relating to securities laws of the United States of America or any state thereof, in such courts whether on the grounds of venue, residence or domicile or on the ground that any such suit, action or proceeding has been brought in an inconvenient forum. The Issuer and the Guarantors agree that final judgment in any such suit, action or proceeding brought in such court shall be conclusive and binding upon the Issuer or any Guarantor, as the case may be, and may be enforced in any court to the jurisdiction of which the Issuer or any Guarantor, as the case may be, are subject by a suit upon such judgment; provided, however that service of process is effected upon the Issuer or any Guarantor, as the case may be, in the manned provided by this Indenture. Each of the Issuer and the Guarantors irrevocably and unconditionally: (1i) has submitted itself and its property in any legal action or proceeding relating to this Indenture to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the general jurisdiction of the Courts of the State of New York, sitting in the Borough of Manhattan, The City of New York, the courts of the United States of America for the Southern District of New York, appellate courts from any thereof and courts of its own corporate domicile, with respect to actions brought against it as defendant; (2) has consented that any such action or proceeding may be brought in such courts and waive any objection acknowledges that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court has, by sepa- rate written instrument, designated and agrees not to plead or claim the same; and (3) has appointed CT Corporation System, with offices on the date hereof at 000 0xx 110 Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, or any successor, as 00000 xs its authorized agent (the “Authorized Agent”), upon whom which process may be served in any suit, action or proceeding arising out of or based upon this Indenture, relating to the Noteholder Collateral Platform Guarantees or this Indenture (but for that purpose only) that may be instituted in any U.S. federal or state court located in the Notes Borough of Manhattan in The City of New York, or the transactions contemplated herein. Each of the Issuer brought under federal or state securities laws, and the Guarantors hereby represents and warrants acknowledges that the Authorized Agent CT Corporation System has accepted such appointment designation, (ii) submits to the non- exclusive jurisdiction of such courts in any such suit, action or proceeding, and has agreed (iii) agrees that service of process upon CT Corporation System and written notice of said service to it (mailed or delivered to its Chief Financial Officer at its principal office in Toronto, Ontario as specified in Section 14.01 hereof), shall be deemed in every respect effective service of process upon it in any such suit or proceeding. Not- withstanding the foregoing, the Issuer reserves the right to appoint another Person located or with an of- fice in the Borough of Manhattan, The City of New York, selected in its discretion, as a successor author- ized agent, and upon acceptance of such consent to service of process by such a successor the designation of the prior authorized agent shall terminate. The Issuer shall give notice to the Trustee and all Holders of the designation by them of a successor authorized agent. If for any reason the authorized agent ceases to be able to act as said the authorized agent for service or to have an address in the Borough of processManhattan, and The City of New York, the Issuer and will designate a successor authorized agent in accordance with the Guarantors agree preceding sentence. The Issuer further agrees to take any and all action, including the execution and filing of any and all such documents that and instruments, as may be necessary to continue such respective designation and appointment in full force and effect so long as aforesaid. Service of process upon the Authorized Agent this Indenture shall be deemed, in every respect, effective full force and effect. To the extent that the Issuer has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of process upon the Issuer and the Guarantors. Notwithstanding the foregoingnotice, any action involving the Issuer attachment prior to judgment, attach- ment in aid of execution, execution or the Guarantors arising out of otherwise) with respect to itself or based upon this Indenture, the Guarantees or the Notes may be instituted by any Holder or the Trustee in any other court of competent jurisdiction. CLEAR CHANNEL INTERNATIONAL B.V., as Issuer By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B Clear Channel International - Indenture GUARANTORS: CLEAR CHANNEL BELGIUM SRL By: /s/ Xxx Xx Xxxx Name: Xxx Xx Xxxx Title: Authorized signatory Clear Channel International - Indenture CLEAR CHANNEL INTERNATIONAL HOLDINGS B.V. By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B CLEAR CHANNEL NEDERLAND HOLDING B.V. By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director CLEAR CHANNEL NEDERLAND B.V. By: Clear Channel Nederland Holding B.V., its director By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director of Clear Channel Nederland Holding B.V. Clear Channel International - Indenture CLEAR CHANNEL HOLDINGS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL INTERNATIONAL LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL UK LIMITED By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Director CLEAR CHANNEL OVERSEAS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director Clear Channel International - Indenture CLEAR CHANNEL HOLDING AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO CLEAR CHANNEL SCHWEIZ AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO Clear Channel International - Indenture CLEAR CHANNEL SVERIGE AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman CLEAR CHANNEL SALES AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Clear Channel International - Indenture U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent, Registrar and Transfer Agent By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President Clear Channel International - Indenture U.S. BANK TRUSTEES LIMITED, as Security Agent By: /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Authorized Signatory Clear Channel International - Indenture EXHIBIT A [Face of Note] [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] CUSIP [ ] ISIN [ ]1 [[RULE 144A][REGULATION S] GLOBAL NOTE representing up to $375,000,000 6.625% Senior Secured Notes due 2025 No. [$ ] CLEAR CHANNEL INTERNATIONAL B.V. as the Issuer promises to pay to CEDE & CO. or registered assigns, the principal sum set forth on the Schedule of Exchanges of Interests in the Global Note attached hereto on August 1, 2025. Interest Payment Dates: April 1 and October 1 Record Dates: March 15 and September 15 1 Rule 144A Note CUSIP: 18452M AB2 Rule 144A Note ISIN: US18452MAB28 Regulation S Note CUSIP: N2104M AC1 Regulation S Note ISIN: USN2104MAC12 IN WITNESS HEREOFproperty, the Issuer has caused hereby irrevocably waives such immunity in respect of its obligations under this instrument Indenture and the Notes, to be duly executed. Dated: CLEAR CHANNEL INTERNATIONAL B.V. as Issuer By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: U.S. BANK NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 6.625% Senior Secured Notes due 2025 Capitalized terms used herein shall have the meanings assigned to them in the Indenture referred to below unless otherwise indicatedextent permitted by law.
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Samples: Indenture
Agent for Service; Submission to Jurisdiction; Waiver of Immunities. The Issuer and each Guarantor agree that any suit, action or proceeding against the Issuer or any Guarantor brought by any Holder of Notes or the Trustee arising out of or based upon this Indenture, the Note Guarantee or the Notes may be instituted in any state or Federal court in the Borough of Manhattan, New York, New York, and any appellate court from any thereof, and each of them irrevocably submits to the non-exclusive jurisdiction of such courts in any suit, action or proceeding. Each of the Issuer and the Guarantors irrevocably waives, to the fullest extent permitted by law, any objection to any suit, action, or proceeding that may be brought in connection with this Indenture, the Note Guarantees or the Notes, including such actions, suits or proceedings relating to securities laws of the United States of America or any state thereof, in such courts whether on the grounds of venue, residence or domicile or on the ground that any such suit, action or proceeding has been brought in an inconvenient forum. The Issuer and the Guarantors agree that final judgment in any such suit, action or proceeding brought in such court shall be conclusive and binding upon the Issuer or any Guarantor, as the case may be, and may be enforced in any court to the jurisdiction of which the Issuer or any Guarantor, as the case may be, are subject by a suit upon such judgment; provided, however that service of process is effected upon the Issuer or any Guarantor, as the case may be, in the manned provided by this Indenture. Each of the Issuer and the Guarantors irrevocably and unconditionally: (1) has submitted itself and its property in any legal action or proceeding relating to this Indenture to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the general jurisdiction of the Courts of the State of New York, sitting in the Borough of Manhattan, The City of New York, the courts of the United States of America for the Southern District of New York, appellate courts from any thereof and courts of its own corporate domicile, with respect to actions brought against it as defendant; (2) has consented that any such action or proceeding may be brought in such courts and waive any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; and (3) has appointed CT Corporation System, with offices on the date hereof at 000 0xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, or any successor, as its authorized agent (the “Authorized Agent”), upon whom process may be served in any suit, action or proceeding arising out of or based upon this Indenture, the Note Guarantees or the Notes or the transactions contemplated herein. Each of the Issuer and the Guarantors hereby represents and warrants that the Authorized Agent has accepted such appointment and has agreed to act as said agent for service of process, and the Issuer and the Guarantors agree to take any and all action, including the filing of any and all documents that may be necessary to continue such respective appointment in full force and effect as aforesaid. Service of process upon the Authorized Agent shall be deemed, in every respect, effective service of process upon the Issuer and the Guarantors. Notwithstanding the foregoing, any action involving the Issuer or the Guarantors arising out of or based upon this Indenture, the Note Guarantees or the Notes may be instituted by any Holder or the Trustee in any other court of competent jurisdiction. CLEAR CHANNEL INTERNATIONAL B.V., as Issuer By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx X. Xxxx Name: Xxxxx Xxxxxxxxxx X. Xxxx Title: Proxyholder B Director Clear Channel International - Indenture GUARANTORS: CLEAR CHANNEL BELGIUM SRL SPRL By: /s/ Xxx Xx Xxxx Xxxxxx X’Xxxx Name: Xxx Xx Xxxx Xxxxxx X’Xxxx Title: Authorized signatory Director Clear Channel International - Indenture CLEAR CHANNEL INTERNATIONAL HOLDINGS B.V. By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx X. Xxxx Name: Xxxxx Xxxxxxxxxx X. Xxxx Title: Proxyholder B CLEAR CHANNEL NEDERLAND Director CCH HOLDING B.V. By: /s/ Xxxx Saunter Xxxxxx X’Xxxx Name: Xxxx Saunter Xxxxxx X’Xxxx Title: Director CLEAR CHANNEL NEDERLAND HILLENAAR B.V. By: Clear Channel Nederland CCH Holding B.V., its director By: /s/ Xxxx Saunter Xxxxxx X’Xxxx Name: Xxxx Saunter Xxxxxx X’Xxxx Title: Director of Clear Channel Nederland Holding B.V. Clear Channel International - Indenture CLEAR CHANNEL HOLDINGS LIMITED HOLDINGS, LTD. By: /s/ Xxxx Xxx Xxxxxx X’Xxxx Name: Xxxx Xxx Xxxxxx X’Xxxx Title: Director CLEAR CHANNEL INTERNATIONAL LIMITED INTERNATIONAL, LTD. By: /s/ Xxxx Xxx Xxxxxx X’Xxxx Name: Xxxx Xxx Xxxxxx X’Xxxx Title: Director CLEAR CHANNEL UK LIMITED UK, LTD. By: /s/ Xxxxx Xxx Xxxxxx X’Xxxx Name: Xxxxx Xxx Xxxxxx X’Xxxx Title: Director CLEAR CHANNEL OVERSEAS LIMITED OVERSEAS, LTD. By: /s/ Xxxx Xxx Xxxxxx X’Xxxx Name: Xxxx Xxx Xxxxxx X’Xxxx Title: Director Clear Channel International - Indenture CLEAR CHANNEL HOLDING AG By: /s/ Xxxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Name: Xxxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Title: CEO Director CLEAR CHANNEL SCHWEIZ AG By: /s/ Xxxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Name: Xxxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Title: CEO Director Clear Channel International - Indenture CLEAR CHANNEL SVERIGE AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Chief Financial Officer CLEAR CHANNEL SALES AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Chief Financial Officer Clear Channel International - Indenture U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent, Registrar and Transfer Agent By: /s/ Xxxxx Xxxxx Xxxx X. Xxxxxxx Name: Xxxxx Xxxxx Xxxx X. Xxxxxxx Title: Vice President Clear Channel International - Indenture U.S. BANK TRUSTEES LIMITED, as Security Agent By: /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Authorized Signatory Clear Channel International - Indenture EXHIBIT A [Face of Note] [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] THIS NOTE IS ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR PURPOSES OF SECTION 1271 ET SEQ. OF THE INTERNAL REVENUE CODE. THE ISSUE DATE IS DECEMBER 16, 2015. INFORMATION REGARDING THE ISSUE PRICE, THE YIELD TO MATURITY AND THE AMOUNT OF ORIGINAL ISSUE DISCOUNT UNDER THIS NOTE CAN BE PROMPTLY OBTAINED BY SENDING A WRITTEN REQUEST TO THE TREASURER OF THE ISSUER AT XXXXXXXXXXXXXXXXX 000, 0000 XX, XXXXXXXXX, XXX XXXXXXXXXXX. CUSIP [ ] ISIN [ ]1 [[RULE 144A][REGULATION S] GLOBAL NOTE representing up to $375,000,000 6.625225,000,000 8.75% Senior Secured Notes due 2025 2020 No. [$ ] CLEAR CHANNEL INTERNATIONAL B.V. as the Issuer promises to pay to CEDE & CO. or registered assigns, the principal sum [set forth on the Schedule of Exchanges of Interests in the Global Note attached hereto hereto] [of United States Dollars] on August 1December 15, 20252020. Interest Payment Dates: April 1 June 15 and October 1 December 15 Record Dates: March 15 June 1 and September 15 December 1 1 Rule 144A Note CUSIP: 18452M AB2 AA4 Rule 144A Note ISIN: US18452MAB28 US18452MAA45 Regulation S Note CUSIP: N2104M AC1 AA5 Regulation S Note ISIN: USN2104MAC12 USN2104MAA55 IN WITNESS HEREOF, the Issuer has caused this instrument to be duly executed. Dated: CLEAR CHANNEL INTERNATIONAL B.V. as Issuer By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: U.S. BANK NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 6.6258.75% Senior Secured Notes due 2025 2020 Capitalized terms used herein shall have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.
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Agent for Service; Submission to Jurisdiction; Waiver of Immunities. The Issuer By the execution and each Guarantor agree that any suit, action or proceeding against the Issuer or any Guarantor brought by any Holder delivery of Notes or the Trustee arising out of or based upon this Indenture, the Guarantee or the Notes may be instituted in any state or Federal court in the Borough of Manhattan, New York, New York, and any appellate court from any thereof, and each of them irrevocably submits to the non-exclusive jurisdiction of such courts in any suit, action or proceeding. Each of the Issuer and the Guarantors irrevocably waives, to the fullest extent permitted by law, any objection to any suit, action, or proceeding that may be brought in connection with this Indenture, the Guarantees or the Notes, including such actions, suits or proceedings relating to securities laws of the United States of America or any state thereof, in such courts whether on the grounds of venue, residence or domicile or on the ground that any such suit, action or proceeding has been brought in an inconvenient forum. The Issuer and the Guarantors agree that final judgment in any such suit, action or proceeding brought in such court shall be conclusive and binding upon the Issuer or any Guarantor, as the case may be, and may be enforced in any court to the jurisdiction of which the Issuer or any Guarantor, as the case may be, are subject by a suit upon such judgment; provided, however that service of process is effected upon the Issuer or any Guarantor, as the case may be, in the manned provided by this Indenture. Each of the Issuer and the Guarantors irrevocably and unconditionally: (1i) has submitted itself and its property in any legal action or proceeding relating to this Indenture to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the general jurisdiction of the Courts of the State of New York, sitting in the Borough of Manhattan, The City of New York, the courts of the United States of America for the Southern District of New York, appellate courts from any thereof and courts of its own corporate domicile, with respect to actions brought against it as defendant; (2) has consented that any such action or proceeding may be brought in such courts and waive any objection acknowledges that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court has, by separate written instrument, designated and agrees not to plead or claim the same; and (3) has appointed CT Corporation System, with offices on the date hereof at 000 0xx Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, or any successor, 00000 as its authorized agent (the “Authorized Agent”), upon whom which process may be served in any suit, action or proceeding arising out of or based upon this Indenture, relating to the Noteholder Collateral Platform Guarantees or this Indenture (but for that purpose only) that may be instituted in any U.S. federal or state court located in the Notes Borough of Manhattan in The City of New York, or the transactions contemplated herein. Each of the Issuer brought under federal or state securities laws, and the Guarantors hereby represents and warrants acknowledges that the Authorized Agent CT Corporation System has accepted such appointment designation, (ii) submits to the non-exclusive jurisdiction of such courts in any such suit, action or proceeding, and has agreed (iii) agrees that service of process upon CT Corporation System and written notice of said service to it (mailed or delivered to its Chief Financial Officer at its principal office in Toronto, Ontario as specified in Section 14.01 hereof), shall be deemed in every respect effective service of process upon it in any such suit or proceeding. Notwithstanding the foregoing, the Issuer reserves the right to appoint another Person located or with an office in the Borough of Manhattan, The City of New York, selected in its discretion, as a successor authorized agent, and upon acceptance of such consent to service of process by such a successor the designation of the prior authorized agent shall terminate. The Issuer shall give notice to the Trustee and all Holders of the designation by them of a successor authorized agent. If for any reason the authorized agent ceases to be able to act as said the authorized agent for service or to have an address in the Borough of processManhattan, and The City of New York, the Issuer and will designate a successor authorized agent in accordance with the Guarantors agree preceding sentence. The Issuer further agrees to take any and all action, including the execution and filing of any and all such documents that and instruments, as may be necessary to continue such respective designation and appointment in full force and effect so long as aforesaid. Service of process upon the Authorized Agent this Indenture shall be deemed, in every respect, effective full force and effect. To the extent that the Issuer has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of process upon the Issuer and the Guarantors. Notwithstanding the foregoingnotice, any action involving the Issuer attachment prior to judgment, attachment in aid of execution, execution or the Guarantors arising out of otherwise) with respect to itself or based upon this Indenture, the Guarantees or the Notes may be instituted by any Holder or the Trustee in any other court of competent jurisdiction. CLEAR CHANNEL INTERNATIONAL B.V., as Issuer By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B Clear Channel International - Indenture GUARANTORS: CLEAR CHANNEL BELGIUM SRL By: /s/ Xxx Xx Xxxx Name: Xxx Xx Xxxx Title: Authorized signatory Clear Channel International - Indenture CLEAR CHANNEL INTERNATIONAL HOLDINGS B.V. By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B CLEAR CHANNEL NEDERLAND HOLDING B.V. By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director CLEAR CHANNEL NEDERLAND B.V. By: Clear Channel Nederland Holding B.V., its director By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director of Clear Channel Nederland Holding B.V. Clear Channel International - Indenture CLEAR CHANNEL HOLDINGS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL INTERNATIONAL LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL UK LIMITED By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Director CLEAR CHANNEL OVERSEAS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director Clear Channel International - Indenture CLEAR CHANNEL HOLDING AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO CLEAR CHANNEL SCHWEIZ AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO Clear Channel International - Indenture CLEAR CHANNEL SVERIGE AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman CLEAR CHANNEL SALES AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Clear Channel International - Indenture U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent, Registrar and Transfer Agent By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President Clear Channel International - Indenture U.S. BANK TRUSTEES LIMITED, as Security Agent By: /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Authorized Signatory Clear Channel International - Indenture EXHIBIT A [Face of Note] [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] CUSIP [ ] ISIN [ ]1 [[RULE 144A][REGULATION S] GLOBAL NOTE representing up to $375,000,000 6.625% Senior Secured Notes due 2025 No. [$ ] CLEAR CHANNEL INTERNATIONAL B.V. as the Issuer promises to pay to CEDE & CO. or registered assigns, the principal sum set forth on the Schedule of Exchanges of Interests in the Global Note attached hereto on August 1, 2025. Interest Payment Dates: April 1 and October 1 Record Dates: March 15 and September 15 1 Rule 144A Note CUSIP: 18452M AB2 Rule 144A Note ISIN: US18452MAB28 Regulation S Note CUSIP: N2104M AC1 Regulation S Note ISIN: USN2104MAC12 IN WITNESS HEREOFproperty, the Issuer has caused hereby irrevocably waives such immunity in respect of its obligations under this instrument Indenture and the Notes, to be duly executed. Dated: CLEAR CHANNEL INTERNATIONAL B.V. as Issuer By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: U.S. BANK NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 6.625% Senior Secured Notes due 2025 Capitalized terms used herein shall have the meanings assigned to them in the Indenture referred to below unless otherwise indicatedextent permitted by law.
Appears in 1 contract
Samples: Indenture (Norbord Inc.)
Agent for Service; Submission to Jurisdiction; Waiver of Immunities. The Issuer By the execution and delivery of this Indenture or any amendment or supplement hereto, each of the Company and each Guarantor agree Guarantor, (a) acknowledges that it has, by separate written instrument, designated and appointed CT Corporation System, currently located at 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent, upon which process may be served in any suit, action or proceeding against the Issuer or any Guarantor brought by any Holder of Notes or the Trustee with respect to, arising out of of, or based upon relating to, the Securities and this Indenture, the Guarantee or the Notes that may be instituted in any United States Federal or state or Federal court in the State of New York, The City of New York, the Borough of Manhattan, New York, New Yorkor brought under Federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder), and any appellate court from any thereofacknowledges that CT Corporation System has accepted such designation (which appointment the Company hereby (i) acknowledges was unconditional and (ii) agrees not to revoke), and each of them irrevocably (b) submits to the non-exclusive jurisdiction of such courts in any suit, action or proceeding. Each of the Issuer and the Guarantors irrevocably waives, to the fullest extent permitted by law, any objection to any suit, action, or proceeding that may be brought in connection with this Indenture, the Guarantees or the Notes, including such actions, suits or proceedings relating to securities laws of the United States of America or any state thereof, in such courts whether on the grounds of venue, residence or domicile or on the ground that any such suit, action or proceeding has been brought in an inconvenient forum. The Issuer and the Guarantors agree that final judgment court in any such suit, action or proceeding brought in such court shall be conclusive and binding upon the Issuer or any Guarantor, as the case may beproceeding, and may be enforced in any court to the jurisdiction of which the Issuer or any Guarantor, as the case may be, are subject by a suit upon such judgment; provided, however (c) agrees that service of process is effected upon CT Corporation System shall be deemed in every respect effective service of process upon the Issuer Company or any such Guarantor, as the case may be, in the manned provided by this Indenture. Each of the Issuer and the Guarantors irrevocably and unconditionally: (1) has submitted itself and its property in any legal such suit, action or proceeding relating proceeding. The Company and each Guarantor further agree to take any and all action, including the execution and filing of any and all such documents and instruments as may be necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture to which it is a party, or for recognition shall be in full force and enforcement of any judgment in respect thereof, effect; provided that the Company and each Guarantor may and shall (to the general jurisdiction extent CT Corporation System ceases to be able to be served on the basis contemplated herein), by written notice to the Trustee, designate such additional or alternative agent or agents for service of process under this Section 1.17 that (i) maintains an office located in the Courts Borough of Manhattan, The City of New York in the State of New York, sitting (ii) are either (x) counsel for the Company and the Guarantors or (y) a corporate service company which acts as agent for service of process for other persons in the ordinary course of its business and (iii) agrees to act as agent for service of process in accordance with this Section 1.17. Such notice shall identify the name of such agent for process and the address of such agent for process in the Borough of Manhattan, The City of New York, the courts of the United States of America for the Southern District State of New York, appellate courts from any thereof and courts of its own corporate domicile, with respect to actions brought against it as defendant; (2) has consented that any such action or proceeding may be brought in such courts and waive any objection that it may now or hereafter have to . Upon the venue request of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; and (3) has appointed CT Corporation System, with offices on the date hereof at 000 0xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, or any successor, as its authorized agent (the “Authorized Agent”), upon whom process may be served in any suit, action or proceeding arising out of or based upon this IndentureHolder, the Guarantees or the Notes or the transactions contemplated herein. Each of the Issuer and the Guarantors hereby represents and warrants that the Authorized Agent has accepted Trustee shall deliver such appointment and has agreed information to act as said agent for service of process, and the Issuer and the Guarantors agree to take any and all action, including the filing of any and all documents that may be necessary to continue such respective appointment in full force and effect as aforesaid. Service of process upon the Authorized Agent shall be deemed, in every respect, effective service of process upon the Issuer and the GuarantorsHolder. Notwithstanding the foregoing, any action involving there shall, at all times, be at least one agent for service of process for the Issuer or Company and the Guarantors arising out appointed and acting in accordance with this Section 1.17. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or based upon this Indenturefrom any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, 41 execution or otherwise) with respect to itself or its property, the Guarantees or Company and each Guarantor hereby irrevocably waives such immunity in respect of its obligations under this Indenture and the Notes may be instituted by any Holder or the Trustee in any other court of competent jurisdiction. CLEAR CHANNEL INTERNATIONAL B.V.Securities, as Issuer By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B Clear Channel International - Indenture GUARANTORS: CLEAR CHANNEL BELGIUM SRL By: /s/ Xxx Xx Xxxx Name: Xxx Xx Xxxx Title: Authorized signatory Clear Channel International - Indenture CLEAR CHANNEL INTERNATIONAL HOLDINGS B.V. By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B CLEAR CHANNEL NEDERLAND HOLDING B.V. By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director CLEAR CHANNEL NEDERLAND B.V. By: Clear Channel Nederland Holding B.V., its director By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director of Clear Channel Nederland Holding B.V. Clear Channel International - Indenture CLEAR CHANNEL HOLDINGS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL INTERNATIONAL LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL UK LIMITED By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Director CLEAR CHANNEL OVERSEAS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director Clear Channel International - Indenture CLEAR CHANNEL HOLDING AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO CLEAR CHANNEL SCHWEIZ AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO Clear Channel International - Indenture CLEAR CHANNEL SVERIGE AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman CLEAR CHANNEL SALES AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Clear Channel International - Indenture U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent, Registrar and Transfer Agent By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President Clear Channel International - Indenture U.S. BANK TRUSTEES LIMITED, as Security Agent By: /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Authorized Signatory Clear Channel International - Indenture EXHIBIT A [Face of Note] [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] CUSIP [ ] ISIN [ ]1 [[RULE 144A][REGULATION S] GLOBAL NOTE representing up to $375,000,000 6.625% Senior Secured Notes due 2025 No. [$ ] CLEAR CHANNEL INTERNATIONAL B.V. as the Issuer promises to pay to CEDE & CO. or registered assigns, the principal sum set forth on the Schedule of Exchanges of Interests in the Global Note attached hereto on August 1, 2025. Interest Payment Dates: April 1 and October 1 Record Dates: March 15 and September 15 1 Rule 144A Note CUSIP: 18452M AB2 Rule 144A Note ISIN: US18452MAB28 Regulation S Note CUSIP: N2104M AC1 Regulation S Note ISIN: USN2104MAC12 IN WITNESS HEREOF, the Issuer has caused this instrument to be duly executed. Dated: CLEAR CHANNEL INTERNATIONAL B.V. as Issuer By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: U.S. BANK NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 6.625% Senior Secured Notes due 2025 Capitalized terms used herein shall have the meanings assigned to them in the Indenture referred to below unless otherwise indicatedextent permitted by law.
Appears in 1 contract
Samples: Supplemental Indenture (Net Servicos De Comunicacao S A)
Agent for Service; Submission to Jurisdiction; Waiver of Immunities. The Issuer By the execution and each Guarantor agree that any suit, action or proceeding against the Issuer or any Guarantor brought by any Holder delivery of Notes or the Trustee arising out of or based upon this Indenture, the Guarantee or the Notes may be instituted in any state or Federal court in the Borough of Manhattan, New York, New York, and any appellate court from any thereof, and each of them irrevocably submits to the non-exclusive jurisdiction of such courts in any suit, action or proceeding. Each of the Issuer and the Guarantors irrevocably waives, to the fullest extent permitted by law, any objection to any suit, action, or proceeding that may be brought in connection with this Indenture, the Guarantees or the Notes, including such actions, suits or proceedings relating to securities laws of the United States of America or any state thereof, in such courts whether on the grounds of venue, residence or domicile or on the ground that any such suit, action or proceeding has been brought in an inconvenient forum. The Issuer and the Guarantors agree that final judgment in any such suit, action or proceeding brought in such court shall be conclusive and binding upon the Issuer or any Guarantor, as the case may be, and may be enforced in any court to the jurisdiction of which the Issuer or any Guarantor, as the case may be, are subject by a suit upon such judgment; provided, however that service of process is effected upon the Issuer or any Guarantor, as the case may be, in the manned provided by this Indenture. Each of the Issuer and the Guarantors irrevocably and unconditionally: (1i) has submitted itself and its property in any legal action or proceeding relating to this Indenture to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the general jurisdiction of the Courts of the State of New York, sitting in the Borough of Manhattan, The City of New York, the courts of the United States of America for the Southern District of New York, appellate courts from any thereof and courts of its own corporate domicile, with respect to actions brought against it as defendant; (2) has consented that any such action or proceeding may be brought in such courts and waive any objection acknowledges that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court has, by separate written instrument, designated and agrees not to plead or claim the same; and (3) has appointed CT Corporation System, with offices on the date hereof at 000 0xx 00 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, or any successor, 00000 as its authorized agent (the “Authorized Agent”), upon whom which process may be served in any suit, action or proceeding arising out of or based upon this Indenture, relating to the Noteholder Collateral Platform Guarantees or this Indenture (but for that purpose only) that may be instituted in any U.S. federal or state court located in the Notes Borough of Manhattan in The City of New York, or the transactions contemplated herein. Each of the Issuer brought under federal or state securities laws, and the Guarantors hereby represents and warrants acknowledges that the Authorized Agent CT Corporation System has accepted such appointment designation, (ii) submits to the non-exclusive jurisdiction of such courts in any such suit, action or proceeding, and has agreed (iii) agrees that service of process upon CT Corporation System and written notice of said service to it (mailed or delivered to its Chief Financial Officer at its principal office in Toronto, Ontario as specified in Section 14.01 hereof), shall be deemed in every respect effective service of process upon it in any such suit or proceeding. Notwithstanding the foregoing, the Issuer reserves the right to appoint another Person located or with an office in the Borough of Manhattan, The City of New York, selected in its discretion, as a successor authorized agent, and upon acceptance of such consent to service of process by such a successor the designation of the prior authorized agent shall terminate. The Issuer shall give notice to the Trustee and all Holders of the designation by them of a successor authorized agent. If for any reason the authorized agent ceases to be able to act as said the authorized agent for service or to have an address in the Borough of processManhattan, and The City of New York, the Issuer and will designate a successor authorized agent in accordance with the Guarantors agree preceding sentence. The Issuer further agrees to take any and all action, including the execution and filing of any and all such documents that and instruments, as may be necessary to continue such respective designation and appointment in full force and effect so long as aforesaid. Service of process upon the Authorized Agent this Indenture shall be deemed, in every respect, effective full force and effect. To the extent that the Issuer has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of process upon the Issuer and the Guarantors. Notwithstanding the foregoingnotice, any action involving the Issuer attachment prior to judgment, attachment in aid of execution, execution or the Guarantors arising out of otherwise) with respect to itself or based upon this Indenture, the Guarantees or the Notes may be instituted by any Holder or the Trustee in any other court of competent jurisdiction. CLEAR CHANNEL INTERNATIONAL B.V., as Issuer By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B Clear Channel International - Indenture GUARANTORS: CLEAR CHANNEL BELGIUM SRL By: /s/ Xxx Xx Xxxx Name: Xxx Xx Xxxx Title: Authorized signatory Clear Channel International - Indenture CLEAR CHANNEL INTERNATIONAL HOLDINGS B.V. By: /s/ Xxxxxx Xxx xxx Xxxxx Name: Xxxxxx Xxx xxx Xxxxx Title: Proxyholder A By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Proxyholder B CLEAR CHANNEL NEDERLAND HOLDING B.V. By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director CLEAR CHANNEL NEDERLAND B.V. By: Clear Channel Nederland Holding B.V., its director By: /s/ Xxxx Saunter Name: Xxxx Saunter Title: Director of Clear Channel Nederland Holding B.V. Clear Channel International - Indenture CLEAR CHANNEL HOLDINGS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL INTERNATIONAL LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director CLEAR CHANNEL UK LIMITED By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Director CLEAR CHANNEL OVERSEAS LIMITED By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Director Clear Channel International - Indenture CLEAR CHANNEL HOLDING AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO CLEAR CHANNEL SCHWEIZ AG By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CEO Clear Channel International - Indenture CLEAR CHANNEL SVERIGE AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman CLEAR CHANNEL SALES AB By: /s/ Xxxx Xxxxxxx Ek Name: Xxxx Xxxxxxx Ek Title: Chairman Clear Channel International - Indenture U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent, Registrar and Transfer Agent By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President Clear Channel International - Indenture U.S. BANK TRUSTEES LIMITED, as Security Agent By: /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Authorized Signatory Clear Channel International - Indenture EXHIBIT A [Face of Note] [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] CUSIP [ ] ISIN [ ]1 [[RULE 144A][REGULATION S] GLOBAL NOTE representing up to $375,000,000 6.625% Senior Secured Notes due 2025 No. [$ ] CLEAR CHANNEL INTERNATIONAL B.V. as the Issuer promises to pay to CEDE & CO. or registered assigns, the principal sum set forth on the Schedule of Exchanges of Interests in the Global Note attached hereto on August 1, 2025. Interest Payment Dates: April 1 and October 1 Record Dates: March 15 and September 15 1 Rule 144A Note CUSIP: 18452M AB2 Rule 144A Note ISIN: US18452MAB28 Regulation S Note CUSIP: N2104M AC1 Regulation S Note ISIN: USN2104MAC12 IN WITNESS HEREOFproperty, the Issuer has caused hereby irrevocably waives such immunity in respect of its obligations under this instrument Indenture and the Notes, to be duly executed. Dated: CLEAR CHANNEL INTERNATIONAL B.V. as Issuer By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: U.S. BANK NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 6.625% Senior Secured Notes due 2025 Capitalized terms used herein shall have the meanings assigned to them in the Indenture referred to below unless otherwise indicatedextent permitted by law.
Appears in 1 contract
Samples: Indenture (Norbord Inc.)