364-DAYCredit Agreement • August 8th, 2000 • Cox Radio Inc • Radio broadcasting stations
EXHIBIT 2.9 ASSET PURCHASE AGREEMENT DATED AS OF NOVEMBER 8, 2000Asset Purchase Agreement • November 13th, 2000 • Cox Radio Inc • Radio broadcasting stations • Delaware
FIVE-YEARCredit Agreement • August 8th, 2000 • Cox Radio Inc • Radio broadcasting stations • New York
1 Exhibit-10.8 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made as of June 7, 2000 (the "Effective Date"), by and among Midwestern Broadcasting Company, Inc., an Ohio corporation (the "Company"), the stockholders of...Stock Purchase Agreement • August 8th, 2000 • Cox Radio Inc • Radio broadcasting stations • Georgia
Exhibit 1.1 8,800,000 Shares COX RADIO, INC. Class A Common Stock UNDERWRITING AGREEMENTCox Radio Inc • June 27th, 2000 • Radio broadcasting stations • New York
INDENTUREIndenture • August 11th, 1998 • Cox Radio Inc • Radio broadcasting stations • New York
Exhibit 10.3 EXECUTION COPY FIRST AMENDMENT (this "Amendment") dated as of June 29, 2001 in respect of the FIVE-YEAR CREDIT AGREEMENT dated as of June 30, 2000 (the "Credit Agreement"), among Cox Radio, Inc., the banks party thereto (the "Banks"), The...Credit Agreement • August 9th, 2001 • Cox Radio Inc • Radio broadcasting stations • New York
Exhibit 1.1 Cox Radio, Inc. 6.625% Senior Notes due 2006 Underwriting AgreementCox Radio Inc • February 16th, 2001 • Radio broadcasting stations • New York
andCox Radio Inc • November 12th, 1998 • Radio broadcasting stations • New York
CXR HOLDINGS, INC., as Subsequent Guarantor,First Supplemental Indenture • May 12th, 1999 • Cox Radio Inc • Radio broadcasting stations • New York
EXHIBIT 10.5 SECOND AMENDMENT (this "Amendment") dated as of December 17, 2001 in respect of the FIVE-YEAR CREDIT AGREEMENT dated as of June 30, 2000 and amended as of June 29, 2001 (the "Credit Agreement"), among Cox Radio, Inc., the banks party...Cox Radio Inc • March 19th, 2002 • Radio broadcasting stations • New York
SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE is made and entered into by and between Robert B. Green (hereinafter referred to as "Executive") and Cox Radio, Inc. (hereinafter referred to as "Company" or...Separation Agreement and General Release • March 19th, 2002 • Cox Radio Inc • Radio broadcasting stations
1 EXHIBIT 4.4 THIRD SUPPLEMENTAL INDENTURECox Radio Inc • May 14th, 1997 • Radio broadcasting stations
EXHIBIT 10.1 AMENDED AND RESTATED 364-DAY CREDIT AGREEMENT dated as of June 27, 2003 (this "2003 Amendment and Restatement"), among Cox Radio, Inc. (the "Company"), the banks party hereto (the "Banks"), JPMorgan Chase Bank (the "Administrative...364-Day Credit Agreement • August 14th, 2003 • Cox Radio Inc • Radio broadcasting stations • New York
by and amongAsset Exchange Agreement • August 8th, 2000 • Cox Radio Inc • Radio broadcasting stations • Georgia
RECITALS:Agreement • April 18th, 2005 • Cox Radio Inc • Radio broadcasting stations • Georgia
Dated as of April 1, 1997 2 SECOND SUPPLEMENTAL INDENTURECox Radio Inc • May 14th, 1997 • Radio broadcasting stations
RECITALSTax Allocation and Indemnification Agreement • March 26th, 1997 • Cox Radio Inc • Radio broadcasting stations • Georgia
BY AND AMONGMerger Agreement • April 19th, 2000 • Cox Radio Inc • Radio broadcasting stations • Delaware
COX RADIO, INC., Issuer and THE GUARANTORS PARTY HERETO, Guarantors to THE BANK OF NEW YORK, TrusteeCox Radio Inc • August 6th, 2004 • Radio broadcasting stations • New York
INDENTURE, dated as of May 26, 1998 (the “Indenture”), between COX RADIO, INC., a corporation duly organized and existing under the laws of the State of Delaware (hereinafter called the “Company”), having its principal executive office located at 1400 Lake Hearn Drive, NE, Atlanta, Georgia 30319, THE BANK OF NEW YORK, a New York banking corporation, as trustee (hereinafter called the “Trustee”), having its Corporate Trust Office located at 101 Barclay Street, New York, New York 10286 and WSB, INC. and WHIO, INC., each a corporation duly organized and existing under the laws of the State of Delaware, as guarantors (each, an “Initial Guarantor”, and collectively, the “Initial Guarantors”).
CONSULTING AGREEMENTConsulting Agreement • November 9th, 2006 • Cox Radio Inc • Radio broadcasting stations • Georgia
THIS CONSULTING AGREEMENT (this “Agreement”) made and entered into as of November 7, 2006 (the “Effective Date”) by and between Cox Radio, Inc. (“the Company”) and Richard A. Ferguson (the “Consultant”);
FIRST AMENDMENT AND LIMITED WAIVER TO CREDIT AGREEMENTCredit Agreement • March 13th, 2009 • Cox Radio Inc • Radio broadcasting stations
This FIRST AMENDMENT AND LIMITED WAIVER TO CREDIT AGREEMENT, dated as of December 29, 2008 (this “Amendment”), is entered into by COX RADIO, INC., a Delaware corporation (the “Company”), the Persons signatory hereto as Lenders (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) under the Credit Agreement dated as of July 26, 2006 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Company, the Lenders party thereto and the Administrative Agent.
Exhibit 10.6 May 31, 2000Cox Radio Inc • August 8th, 2000 • Radio broadcasting stations
August 30, 1999 William J. Banowsky, Esq. General Counsel AMFM INC. 600 Congress Avenue Suite 400 Austin, TX 78701 Dear Mr. Banowsky: Reference is made to the Asset Exchange Agreement dated as of August 30, 1999 (the "Exchange Agreement") between Cox...Cox Radio Inc • September 17th, 1999 • Radio broadcasting stations
CREDIT AGREEMENT dated as of July 26, 2006 by and among COX RADIO, INC., The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent for the LendersCredit Agreement • July 31st, 2006 • Cox Radio Inc • Radio broadcasting stations • New York
THIS CREDIT AGREEMENT, made as of the 26th day of July, 2006, is among COX RADIO, INC. (the “Company”), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders (hereinafter in such capacity called the “Administrative Agent”).
Form of Cox Radio, Inc. Long-Term Incentive Plan Grant AgreementCox Radio Inc • May 6th, 2005 • Radio broadcasting stations
If you terminate employment for reasons other than cause, retirement, death, permanent disability or transferring to another Cox company, you will have 90 days from the date of termination (or until the expiration of the option term, if that date is less than 90 days from the date of termination) to exercise any vested stock options. Unvested stock options will be forfeited.
MEMORANDUM OF UNDERSTANDINGCox Radio Inc • April 30th, 2009 • Radio broadcasting stations • Delaware
WHEREAS, the parties to the action in the Court of Chancery of the State of Delaware (the “Delaware Court”) styled In re Cox Radio, Inc. Shareholders Litigation, Consol. C.A. No. 4461-VCP (the “Delaware Action”) have reached an agreement-in-principle providing for the settlement of the Delaware Action on the terms and subject to the conditions set forth below;
FIVE-YEAR CREDIT AGREEMENT dated as of June 4, 2004 by and among COX RADIO, INC. and The Lenders Party Hereto and JPMORGAN CHASE BANK as Administrative Agent for the LendersCredit Agreement • August 6th, 2004 • Cox Radio Inc • Radio broadcasting stations • New York
THIS FIVE-YEAR CREDIT AGREEMENT (the “Agreement”), made as of the 4th day of June, 2004, is among COX RADIO, INC. (the “Company”), the LENDERS party hereto and JPMORGAN CHASE BANK, as Administrative Agent for the Lenders (hereinafter in such capacity called the “Administrative Agent”), WACHOVIA BANK, NATIONAL ASSOCIATION, as Co-Syndication Agent, BANK OF AMERICA, N.A., as Co-Syndication Agent, J.P. MORGAN SECURITIES INC., as Co-Lead Arranger and Joint Bookrunner and WACHOVIA CAPITAL MARKETS, LLC, as Co-Lead Arranger and Joint Bookrunner.
Cox Radio, Inc. Long-Term Incentive Plan Restricted Stock Unit Grant AgreementGrant Agreement • May 9th, 2008 • Cox Radio Inc • Radio broadcasting stations
These restricted stock units will become 100% vested on , 20[ ] (the “Vesting Date”), provided that you have been continuously employed by Cox Radio, Inc. (the “Company”) through such date. Once vested, you will receive the number of shares of the company’s Class A Common Stock equal to the number of units vesting, and a book entry account position on the ledger of the Company’s stock transfer agent will be created representing the number of shares issued or, upon request, you may receive a stock certificate.
Form of Cox Radio, Inc. Long-Term Incentive Plan Grant AgreementCox Radio Inc • March 4th, 2005 • Radio broadcasting stations
If you terminate employment for reasons other than cause, retirement, death, permanent disability or transferring to another Cox company, you will have 90 days from the date of termination (or until the expiration of the option term, if that date is less than 90 days from the date of termination) to exercise any vested stock options. Unvested stock options will be forfeited.
RE: ASSET EXCHANGE AGREEMENT BY AND AMONG COX RADIO, INC., CXR HOLDINGS, INC., SALEM COMMUNICATIONS CORPORATION AND SOUTH TEXAS BROADCASTING, INC., DATED AS OF MAY 31, 2000, AS AMENDED (THE "ASSET EXCHANGE AGREEMENT") Dear Mr. Block: This letter is...Cox Radio Inc • August 8th, 2000 • Radio broadcasting stations
OPTION AGREEMENTOption Agreement • March 7th, 2008 • Cox Radio Inc • Radio broadcasting stations • Georgia
This Option Agreement is entered into as of this 3rd day of January, 2005, by and among Cox Radio, Inc., a Delaware corporation (“CRI”), Southern Broadcasting of Athens, Inc., a Georgia corporation (“SBA”), Southern Broadcasting of Pensacola, Inc., a Florida corporation (“SBP”), and New Broadcast Investment Properties, Inc., a Georgia corporation (“NBIP;” NBIP, SBA and SBP are referred to herein individually as a “Seller” and collectively as “Sellers”).
