0000916641-03-000819 Sample Contracts

SUPPLEMENTAL INDENTURE
Supplemental Indenture • March 27th, 2003 • Nextmedia Operating Inc • Radio broadcasting stations • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 30, 2002, among NextMedia Northern Colorado, Inc., a Delaware corporation (the “Guaranteeing Subsidiary”), an indirect, wholly-owned subsidiary of NextMedia Operating, Inc. (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).

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PURCHASE AGREEMENT
Purchase Agreement • March 27th, 2003 • Nextmedia Operating Inc • Radio broadcasting stations • Delaware

THIS PURCHASE AGREEMENT(this “Agreement”), dated as of October 30, 2002, by and among WILKS BROADCASTING LLC (“Seller”), a Delaware limited liability company, WILKS LICENSE CO. LLC, a Delaware limited liability company (“Wilks License” and together with Seller, the “Sellers”), NEXTMEDIA OPERATING, INC., a Delaware corporation (“Buyer”), and NM LICENSING LLC, a Delaware limited liability company (“License Co.” and together with Buyer being hereinafter sometimes referred to as “Buyers”).

FIFTH AMENDMENT
Fifth Amendment • March 27th, 2003 • Nextmedia Operating Inc • Radio broadcasting stations • New York

FIFTH AMENDMENT (this “Amendment”), dated as of June 25, 2002, among NEXTMEDIA GROUP, INC., a Delaware corporation (“Holdings”), NEXTMEDIA OPERATING, INC., a Delaware corporation (the “Borrower”), the lenders from time to time party to the Credit Agreement referred to below (the “Lenders”), and DEUTSCHE BANK TRUST COMPANY AMERICAS (f/k/a Bankers Trust Company), as administrative agent (the “Administrative Agent”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.

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