0000950129-05-011004 Sample Contracts

and- DAVID IAN LANE
Service Agreement • November 14th, 2005 • CCE Spinco, Inc. • Services-amusement & recreation services • England
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TRADEMARK AND COPYRIGHT LICENSE AGREEMENT
Trademark and Copyright License Agreement • November 14th, 2005 • CCE Spinco, Inc. • Services-amusement & recreation services • Texas

THIS TRADEMARK AND COPYRIGHT LICENSE AGREEMENT (this “Agreement”) is made effective as of , 2005 (the “Effective Date”) by and between Clear Channel Identity, L.P., a Delaware limited partnership (“Licensor”), and CCE Spinco, Inc., a Delaware corporation (“Licensee”).

MASTER SEPARATION AND DISTRIBUTION AGREEMENT BETWEEN CLEAR CHANNEL COMMUNICATIONS, INC. AND CCE SPINCO, INC. Dated ______ __, 2005
Master Separation and Distribution Agreement • November 14th, 2005 • CCE Spinco, Inc. • Services-amusement & recreation services • Texas

This MASTER SEPARATION AND DISTRIBUTION AGREEMENT, dated [___], 2005 (this “Agreement”), is made between Clear Channel Communications, Inc., a Texas corporation (“CCU”), and CCE Spinco, Inc., a Delaware corporation and as of the date hereof, a wholly-owned subsidiary of CCU (“Entertainment”). Certain capitalized terms used in this Agreement are defined in Section 1.1 and the definitions of the other capitalized terms used in this Agreement are cross-referenced in Section 1.2.

CCE SPINCO], INC. AND THE BANK OF NEW YORK Rights Agreement Dated as of ________ __, 2005
Rights Agreement • November 14th, 2005 • CCE Spinco, Inc. • Services-amusement & recreation services • Delaware

This Rights Agreement, dated as of ______ ___, 2005 (this “Agreement”), is by and between [CCE Spinco], Inc., a Delaware corporation (the “Company”), and The Bank of New York, as rights agent (the “Rights Agent”).

TRANSITION SERVICES AGREEMENT DATED [______________], 2005 BETWEEN CLEAR CHANNEL MANAGEMENT SERVICES, L.P. AND CCE SPINCO, INC.
Transition Services Agreement • November 14th, 2005 • CCE Spinco, Inc. • Services-amusement & recreation services • Texas

This TRANSITION SERVICES AGREEMENT, dated to be effective as of [ ], 2005 (this “Agreement”), is made by and between Clear Channel Management Services, L.P., a Texas limited partnership (“Management Services”), and , Inc., a Delaware corporation (“Entertainment”). Management Services is indirectly wholly-owned by Clear Channel Communications, Inc., a Texas corporation (“CCU”), and as of the date hereof, Entertainment is a wholly-owned subsidiary of CCU. Certain capitalized terms used in this Agreement are defined in Section 1.1 and the definitions of the other capitalized terms used in this Agreement are cross-referenced in Section 1.2.

EMPLOYEE MATTERS AGREEMENT
Employee Matters Agreement • November 14th, 2005 • CCE Spinco, Inc. • Services-amusement & recreation services • Texas

This Employee Matters Agreement, dated as of ______ ___, 2005, is between Clear Channel Communications, Inc. (“Clear Channel”), a Texas corporation, and CCE Spinco, Inc. (“Entertainment”), a Delaware corporation.

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