Fourth Supplementary Loan Agreement ("Agreement")
made on the 29 Feb., 1996
Between
(1) CME MEDIA ENTERPRISES B.V., a limited liability company organized and
existing under the laws of The Netherlands with its registered office at ▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ (hereinafter referred to as the
"Lender"), represented by ▇▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇;
and
(2) RADIO ALFA a.s., a joint stock company organized and existing under the laws
of the Czech Republic with its registered office at ▇▇ ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ ▇,
▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Company Identification Number ▇▇▇▇▇▇▇▇, Bank Account Number CSPO
159650-988/0800 and represented by Ing. ▇▇▇▇▇▇ ▇▇▇▇▇ (hereinafter referred to as
the "Borrower").
WHEREAS:
A. The loan agreement which the parties concluded on February 9, 1995 (the
"Original Loan Agreement") foresees the possibility of additional loans being
provided by the Lender to the Borrower.
B. The Lender has already provided three additional loans to the Borrower in the
amount of 25 Million CZK under the Supplementary Loan Agreement dated March 30,
1995 and in the amount of 20 Million CZK under the Second Supplementary Loan
Agreement dated July 14, 1995 and in the amount of 9 Million CZK under the Third
Supplementary Loan Agreement dated December 11, 1995.
C. The Lender now to proffer and the Borrower wishes to receive a fourth
additional loan facility.
The parties have therefore agreed to the following:
1. THE LOAN
1.1 The Lender shall advance to the Borrower an additional loan in the amount
of twelve million Czech crowns (12.000.000 CZK) ("the Loan amount").
2. TERMS AND CONDITIONS
2.1. The terms and conditions of the loan and of the entry into effect of this
Agreement shall be identical to those set out in the Original Loan Agreement,
except in the following particulars:
2.1.1. In lieu of a payment schedule, the Loan amount shall be disbursed in full
to the Borrower's aforementioned bank account, within thirty (30) days of the
entry into effect of this Agreement.
2.1.2. Article 8 (Approvals) of the Original Loan Agreement shall not apply to
this Agreement. However, the Borrower is obliged to report the terms of this
loan to the Czech National Bank pursuant to its obligation under the foreign
exchange regulations.
2.1.3. Article 9 (Governing law and Interpretation) of the Original Loan
Agreement shall also not apply to this Agreement.
2.2. For the purpose of the securing of this Loan, the equipment of Radio Alfa,
a.s. as described in provision 4.1. of the Original Loan Agreement, will be
increased with all equipment and receivables, obtained by Radio Alfa, a.s.,
before the date of this contract.
3. GOVERNING LAW AND ARBITRATION
3.1. This Agreement shall be governed by and construed in accordance with the
laws of the Czech Republic. Any dispute that may result from this transaction
shall be resolved by Arbitration court attached to the Economic Chamber of the
Czech Republic and the Agricultural Chamber of the Czech Republic. Proceedings
shall be conducted in the English and Czech language in accordance with the ICC
arbitration rules.
4. ENTRY INTO EFFECT
5. COUNTERPARTS, LANGUAGE OF AGREEMENT AND INTERPRETATION
5.1. The Agreement shall be executed in four (4) counterparts, of which each
party shall retain two, one in English and one in Czech.
5.2. The Agreement is executed in both the English and the Czech languages, but
in the event of any dispute the Czech language version shall govern. In the
event of any conflict between the meaning of any provision in the Agreement and
that of the Original Loan Agreement, the interpretation which most conforms to
this Agreement shall prevail.
IN WITNESS HEREOF the parties attach their signatures:
Signed Signed
/s/ /s/
---------------------------- -------------------------------------
for and on behalf of for and on behalf of Radio Alfa, a.s.
CME Media Enterprises B.V.
