100,000,000 Shares CLEAR CHANNEL OUTDOOR HOLDINGS, INC. COMMON STOCK (PAR VALUE $0.01 PER SHARE) UNDERWRITING AGREEMENTUnderwriting Agreement • July 30th, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), 100,000,000 shares of its common stock, par value $0.01 per share (the “Firm Shares”). The Company also proposes to issue and sell to the several Underwriters not more than an additional 15,000,000 shares of its common stock, par value $0.01 per share (the “Additional Shares”) if and to the extent that you, as Representatives, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of common stock granted to the Underwriters in Section 2 hereof. The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.” The shares of common stock, par value $0.01 per share, of the Company to be outstanding after giving effect to the sales contemplated hereby are hereinafter
RIGHTS AGREEMENT Dated as of May 19, 2020 between CLEAR CHANNEL OUTDOOR HOLDINGS, INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights AgentRights Agreement • May 19th, 2020 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This Rights Agreement (this “Agreement”), dated as of May 19, 2020, is between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”).
INDENTURE Dated as of August 22, 2023 among CLEAR CHANNEL OUTDOOR HOLDINGS, INC., as the Issuer, EACH OF THE GUARANTORS PARTY HERETO, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee and as Collateral Agent 9.000% SENIOR SECURED NOTES DUE...Indenture • August 22nd, 2023 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
INDENTURE, dated as of August 22, 2023, among Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Issuer”), each of the Guarantors (as defined herein) listed on the signature pages hereto, and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”) and as collateral agent (the “Collateral Agent”).
CREDIT AGREEMENT* Dated as of August 23, 2019 among CLEAR CHANNEL OUTDOOR HOLDINGS, INC. as the Borrower, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent, MORGAN STANLEY SENIOR FUNDING, INC., as Syndication Agent,...Credit Agreement • August 23rd, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This CREDIT AGREEMENT is entered into as of August 23, 2019, among Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Borrower”), Deutsche Bank AG New York Branch (“DBNY”), as Administrative Agent and Collateral Agent and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 15th, 2020 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This CREDIT AGREEMENT is entered into as of August 23, 2019, among Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Borrower”), Deutsche Bank AG New York Branch (“DBNY”), as Administrative Agent and Collateral Agent and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementClear Channel Outdoor Holdings, Inc. • November 19th, 2012 • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $735,750,000 in aggregate principal amount of its 6.50% Series A Senior Notes due 2022. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • February 13th, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $2,235,000,000 in aggregate principal amount of its 9.25% Senior Subordinated Notes due 2024. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors (as defined herein) agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
ContractCredit Agreement • February 28th, 2023 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 16th, 2012 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $1,925,000,000 in aggregate principal amount of its 7.625% Series B Senior Subordinated Notes due 2020. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
CLEAR CHANNEL OUTDOOR HOLDINGS, INC.Stock Option Agreement • February 25th, 2016 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
THIS STOCK OPTION AGREEMENT (the “Agreement”), made as of this “grant date, DD” day of “grant date, MM” , ”grant date, YYYY” (the “Grant Date”) by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and “participant name” (the “Optionee”), evidences the grant by the Company of an Option to purchase a certain number of shares of the Company's Class A common stock, $.01 par value (the “Common Stock”), to the Optionee on such date and the Optionee's acceptance of this Option (as defined below) in accordance with the provisions of the Clear Channel Outdoor Holdings, Inc. 2012 Stock Incentive Plan, as it may be amended from time to time (the “Plan”). All capitalized terms not defined herein shall have the meaning ascribed to them as set forth in the Plan. The Company and the Optionee agree as follows:
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementClear Channel Outdoor Holdings, Inc. • November 19th, 2012 • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $1,989,250,000 in aggregate principal amount of its 6.50% Series B Senior Notes due 2022. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 16, 2005, is entered into by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (including its successors, the “Company”), and Clear Channel Communications, Inc., a Texas corporation (“CCU”).
CREDIT AGREEMENT Dated as of March 22, 2024 among CLEAR CHANNEL INTERNATIONAL B.V. as the Borrower, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, THE LENDERS PARTY HERETO, J.P. MORGAN SE as Lead Arranger and BookrunnerCredit Agreement • March 25th, 2024 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This CREDIT AGREEMENT is entered into as of March 22, 2024, among CLEAR CHANNEL INTERNATIONAL B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its official seat (statutaire zetel) in Amsterdam, the Netherlands, registered with the Dutch trade register under number 34118139 (the “Borrower”), JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
CLEAR CHANNEL OUTDOOR HOLDINGS, INC. 2005 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • December 9th, 2005 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”), made as of the ___day of ___, 20___ (the “Grant Date”) by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and (the “Grantee”), evidences the grant by the Company of an award of restricted stock (the “Award”) to the Grantee on such date and the Grantee’s acceptance of the Award in accordance with the provisions of the Clear Channel Outdoor Holdings, Inc. 2005 Stock Incentive Plan (the “Plan”). The Company and the Grantee agree as follows:
SERIES A SENIOR NOTES PROCEEDS LOAN AGREEMENTSenior Notes Proceeds Loan Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
THIS SERIES A SENIOR NOTES PROCEEDS LOAN AGREEMENT (this “Agreement”), dated as of December 23, 2009, is made by and between CLEAR CHANNEL WORLDWIDE HOLDINGS, INC., a Nevada corporation (the “Lender”) and CLEAR CHANNEL OUTDOOR, INC., a Delaware corporation (the “Borrower”).
CLEAR CHANNEL OUTDOOR HOLDINGS, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • June 7th, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), made as of this 3rd day of June, 2019 (the “Grant Date”) by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and Christopher William Eccleshare (the “Grantee”), evidences the grant by the Company of an award of restricted stock units (the “Award”) to the Grantee on such date and the Grantee’s acceptance of the Award in accordance with the provisions of the Clear Channel Outdoor Holdings, Inc. 2012 Amended and Restated Stock Incentive Plan, as it may be amended from time to time (the “Plan”). All capitalized terms not defined herein shall have the meaning ascribed to them as set forth in the Plan. The Company and the Grantee agree as follows:
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas
AGREEMENT, dated effective as of December 22, 2009, by and between Clear Channel Communications, Inc. (as successor to BT Triple Crown Merger Co., Inc. (“MergerSub”, the “Company”), CC Media Holdings, Inc. (“Holdings”) and Randall T. Mays (“Executive”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 3rd, 2009 • Clear Channel Outdoor Holdings, Inc. • Services-advertising
This Agreement, made and entered into this ___day of ___, ___(“Agreement”), by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (“CCO”), and ___(“Indemnitee”):
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 19th, 2023 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas
This Second Amended and Restated Employment Agreement (“Agreement”) is between Clear Channel Outdoor Holdings, Inc. (“CCOH” and such entity together with all past, present, and future parents, divisions, operating companies, subsidiaries, and affiliates are referred to collectively herein as “Company”) and Brian Coleman (“Employee”). Effective as of December 19, 2023 (the “Effective Date”), this Agreement supersedes and replaces in its entirety that certain Amended and Restated Employment Agreement between Company and Employee, effective as of April 1, 2023 (the “Prior Agreement”). For the avoidance of doubt, prior to the Effective Date, the Prior Agreement applies (including to any termination of employment that occurs before the Effective Date, which termination will cause this Agreement to be null and void and of no effect).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 26th, 2005 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ___, 2005, is entered into by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (including its successors, the “Company”), and Clear Channel Communications, Inc., a Texas corporation (“CCU”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 12th, 2023 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
This CREDIT AGREEMENT is entered into as of August 23, 2019, among Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Borrower”), Deutsche Bank AG New York Branch (“DBNY”), as Administrative Agent and Collateral Agent and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
CLEAR CHANNEL OUTDOOR HOLDINGS, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 25th, 2016 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), made as of t this “grant date, DD” day of “grant date, MM” , ”grant date, YYYY” (the “Grant Date”) by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and “participant name” (the “Grantee”), evidences the grant by the Company of an award of restricted stock units (the “Award”) to the Grantee on such date and the Grantee’s acceptance of the Award in accordance with the provisions of the Clear Channel Outdoor Holdings, Inc. 2012 Stock Incentive Plan, as it may be amended from time to time (the “Plan”). All capitalized terms not defined herein shall have the meaning ascribed to them as set forth in the Plan. The Company and the Grantee agree as follows:
CLEAR CHANNEL OUTDOOR HOLDINGS, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • July 5th, 2017 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”), made as of this this “grant date, DD” day of “grant date, MM”, “grant date, YYYY” (the “Grant Date”) by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and “participant name” (the “Grantee”), evidences the grant by the Company of an award of restricted stock (the “Award”) to the Grantee on such date and the Grantee’s acceptance of the Award in accordance with the provisions of the Clear Channel Outdoor Holdings, Inc. 2012 Stock Amended and Restated Incentive Plan, as it may be amended from time to time (the “Plan”). All capitalized terms not defined herein shall have the meaning ascribed to them as set forth in the Plan. The Company and the Grantee agree as follows:
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementClear Channel Outdoor Holdings, Inc. • March 16th, 2010 • Services-advertising • New York
Goldman, Sachs & Co. As representative of the several Purchasers named in Schedule I to the Purchase Agreement 85 Broad Street New York, NY 10004
THIRD AMENDMENT TO EMPLOYMENT AGREEMENT AND FIRST AMENDMENT TO INCENTIVE PAYMENT AGREEMENTEmployment Agreement • March 5th, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising
WHEREAS, iHeartMedia, Inc. (formerly known as CC Media Holdings, Inc.) (“Company”) and Steven J. Macri (“Employee”) entered into an Employment Agreement effective October 7, 2013, as amended on July 3, 2017 and February 27, 2018 (“Employment Agreement”);
Clear Channel Worldwide Holdings, Inc. Purchase AgreementPurchase Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Issuer”), an indirect, wholly-owned subsidiary of Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Purchasers named in Schedule I hereto (the “Purchasers”) an aggregate of $500.0 million principal amount of 9.25% Series A Senior Notes Due 2017 (the “2017 A Notes”) and an aggregate of $2.0 billion principal amount of 9.25% Series B Senior Notes Due 2017 (the “2017 B Notes” and, together with the 2017 A Notes, the “Securities”). The Securities will be guaranteed as to the payment of principal, premium, if any, and interest by the Company, Clear Channel Outdoor, Inc. (“CCOI”) and each of the subsidiaries of the Company named in Schedule II hereto (the Company, CCOI and such subsidiaries, the “Guarantors”, and such guarantees, the “Guarantees”).
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementClear Channel Outdoor Holdings, Inc. • March 16th, 2010 • Services-advertising • New York
Goldman, Sachs & Co. As representative of the several Purchasers named in Schedule I to the Purchase Agreement 85 Broad Street New York, NY 10004
CLEAR CHANNEL OUTDOOR HOLDINGS, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • October 23rd, 2020 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), made as of “grant date” (the “Grant Date”) by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), and “participant name” (the “Grantee”), evidences the grant by the Company of an award (the “Award”) of restricted stock units (“RSUs”) to the Grantee on such date and the Grantee’s acceptance of the Award in accordance with the provisions of the Clear Channel Outdoor Holdings, Inc. 2012 Amended and Restated Stock Incentive Plan, as it may be amended from time to time (the “Plan”). All capitalized terms not defined herein shall have the meaning ascribed to them as set forth in the Plan. The Company and the Grantee agree as follows:
REVOLVING LOAN AGREEMENTRevolving Loan Agreement • May 2nd, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
THIS REVOLVING LOAN AGREEMENT (the “Agreement”) is made on May 1, 2019, between iHeartCommunications, Inc., a Texas corporation (the “Lender”), Clear Channel Outdoor, LLC, a Delaware limited liability company (the “Parent Borrower”) and Clear Channel International, Ltd., a limited company organized under the laws of England and Wales (the “Co-Borrower” and together with the Borrower, the “Borrowers”).
INDENTURE Dated as of November 19, 2012 among CLEAR CHANNEL WORLDWIDE HOLDINGS, INC. as the Issuer, CLEAR CHANNEL OUTDOOR HOLDINGS, INC. as Guarantor, CLEAR CHANNEL OUTDOOR, INC. as Guarantor, EACH OF THE OTHER GUARANTORS PARTY HERETO, and U.S. BANK...Indenture • November 19th, 2012 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
INDENTURE, dated as of November 19, 2012, among Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Issuer”), Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), as Guarantor, Clear Channel Outdoor, Inc., a Delaware corporation (“CCO”), as Guarantor, each of the other Guarantors (as defined herein) listed on the signature pages hereto, U.S. Bank National Association, as Trustee, Paying Agent, Registrar and Transfer Agent.
AMENDED & RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 30th, 2021 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
This Amended & Restated Employment Agreement (“Agreement”) is between Clear Channel Outdoor Holdings, Inc. (such entity together with all past, present, and future parents, divisions, operating companies, subsidiaries, and affiliates are referred to collectively herein as “Company”) and Christopher William Eccleshare (“Employee”).
FIRST LIEN INTERCREDITOR AGREEMENT among CLEAR CHANNEL OUTDOOR HOLDINGS, INC., as Borrower AND THE OTHER SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent for the...Intercreditor Agreement • August 23rd, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
FIRST LIEN INTERCREDITOR AGREEMENT, dated as of August 23, 2019 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, this “Agreement”), among Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company” or the “Borrower”), the other Grantors from time to time party hereto and Deutsche Bank AG New York Branch, as collateral agent for the Credit Agreement Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “Credit Agreement Collateral Agent”), Deutsche Bank AG New York Branch, as Administrative Agent and Authorized Representative for the Credit Agreement Secured Parties (as each such term is defined below), U.S. Bank National Association, in its capacity as “Notes Collateral Agent” under the Indenture (as defined below), as the Additional Collateral Agent (as defined below) (in such capacity, the “Notes Collateral Agent”), U.S. Bank National Association, in its c
AMENDMENT TO SETTLEMENT AND SEPARATION AGREEMENTSettlement and Separation Agreement • April 25th, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising
This Amendment to Settlement and Separation Agreement (this “Amendment”) effective as of April 24, 2019, is by and among iHeartMedia, Inc., a Delaware corporation (“IHM”), iHeartCommunications, Inc. (f/k/a Clear Channel Communications, Inc.), a Texas corporation (“IHC”), Clear Channel Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of IHC (“CCH”), and Clear Channel Outdoor Holdings, Inc., a Delaware corporation (“CCOH” and, together with CCH after the Merger, “New CCOH”, and, together with IHM, IHC, CCH, and CCOH, the “Parties” and each a “Party”).
CLEAR CHANNEL COMMUNICATIONS, INC. 200 East Basse Road San Antonio, TX 78209Employment Agreement • January 21st, 2009 • Clear Channel Outdoor Holdings, Inc. • Services-advertising
This letter memorializes the terms of the agreement (“Amendment”) we have reached to amend the terms of your Amended and Restated Employment Agreement (“Employment Agreement”) with Clear Channel Communications, Inc. (the “Company”), as successor to BT Triple Crown Merger Co., Inc. and CC Media Holdings, Inc. (“Holdings”), effective July 28, 2008. The parties have agreed as follows:
SERIES A INVESTORS RIGHTS AGREEMENTSeries a Investors Rights Agreement • May 2nd, 2019 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Delaware
This Series A Investors Rights Agreement (this “Agreement”), dated as of May 1, 2019, is made by and among (i) CB Outdoor, L.P. (the “Purchaser”), (ii) Clear Channel Outdoor Holdings, Inc. (f/k/a Clear Channel Holdings, Inc.), a Delaware corporation (the “Company”), (iii) Clear Channel Worldwide Holdings, Inc., a Nevada corporation (“CCWH”), and (iv) the Holders who become party hereto by the execution of a joinder agreement in the form of Exhibit A hereto (the Purchaser, the Holders and the Company, collectively, the “Parties”). Reference is made to that certain Series A Securities Purchase Agreement, dated as of the date hereof, by and between the Purchaser and the Company (the “Series A Securities Purchase Agreement”). Capitalized terms used herein but not otherwise defined have the meanings specified in that certain Certificate of Designation of Series A Perpetual Preferred Stock of the Company (as may be amended, supplemented or otherwise modified from time to time in accordance w
