SECURITY AGREEMENTSecurity Agreement • September 10th, 2010 • Focus Media Holding LTD • Services-advertising agencies • New York
SECURITY AGREEMENT (this “Agreement”) dated as of December 9, 2009, between JJ MEDIA INVESTMENT HOLDING LIMITED, a British Virgin Islands company (“Pledgor”) and NOMURA SECURITIES INTERNATIONAL, INC., collateral agent for the Secured Parties (in such capacity as collateral agent, the “Collateral Agent”).
MARGIN LOAN AGREEMENT Dated as of November 13, 2009 among JJ MEDIA INVESTMENT HOLDING LIMITED, VARIOUS LENDERS and CITIBANK, N.A., as a Lender, Administrative Agent and Collateral AgentMargin Loan Agreement • September 10th, 2010 • Focus Media Holding LTD • Services-advertising agencies • New York
This MARGIN LOAN AGREEMENT (“Agreement”) is entered into as of November 13, 2009 by and among JJ MEDIA INVESTMENT HOLDING LIMITED, a British Virgin Islands company (the “Borrower”), the Lenders party hereto and CITIBANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), as Collateral Agent (in such capacity, the “Collateral Agent”) and as a Lender.
CONTROL AGREEMENTControl Agreement • September 10th, 2010 • Focus Media Holding LTD • Services-advertising agencies • New York
Control Agreement, dated as of November 19, 2009, between CITIBANK, N.A., as collateral agent for the Secured Parties (in such capacity as collateral agent, the “Collateral Agent”); JJ Media Investment Holding Limited, an international business company organized and existing under the laws of the British Virgin Islands (“Pledgor”); and Citigroup Global Markets Inc. (“CGMI”).
ContractAgreement • September 10th, 2010 • Focus Media Holding LTD • Services-advertising agencies • New York
THIS AGREEMENT is made as of this 9th day of December, 2009 among JJ Media Investment Holding Limited, a British Virgin Islands company (“JJ Media”), Citibank, N.A. (“Citibank”) and Nomura Securities International, Inc. (“Nomura”).
SALES PLANSales Plan • September 10th, 2010 • Focus Media Holding LTD • Services-advertising agencies • New York
THIS SALES PLAN, dated as of the date set forth on the signature page (this “Sales Plan”), is made by and between JJ Media Investment Holding Limited (“Seller”) and Goldman, Sachs & Co. (“Broker”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 10th, 2010 • Focus Media Holding LTD • Services-advertising agencies • New York
THIS PLEDGE AND SECURITY AGREEMENT, dated as of September 7, 2010 (this “Agreement”), is made by JJ Media Investment Holding Limited, a British Virgin Islands company (“Grantor”) and having its principal office at 28/F Zhao Feng World Trade Building, 369 Jiang Su Road, Shanghai 200060, People’s Republic of China, and Goldman Sachs International, a limited company registered in England and Wales (“Secured Party”) and having its registered office at Peterborough Court, 133 Fleet Street, London EC4A 2BB.
