AGENCY AGREEMENT No KT-4/1207Agency Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations
Closed Joint Stock Company “New Channel” (OGRN 1047796750880), hereinafter referred to as the “Principal”, represented by its General Director A.E. Rodnyansky, acting pursuant to the Charter on one side, and Closed Joint Stock Company “Kompaniya TSV” (OGRN 5077746859757), hereinafter referred to as the “Agent”, represented by the Deputy General Director V.L. Vshivkin, acting pursuant to the Power of Attorney without number dated December 3, 2007, on the other side, hereinafter referred to as the “Parties”, entered into this Agency Agreement (hereinafter the “Agreement”) as follows:
Confidential Materials omitted and filed separately with the Securities and Exchange. Asterisks denote omissions. SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations • England and Wales
[**], a citizen of the Russian Federation, bearing passport number [**] issued by OVD of Sovetskiy district, Novosibirsk on July 12, 2002, code of subdivision 542-009, with his registered address at [**], and Mr. [**], a citizen of the Russian Federation, bearing passport number [**] issued by Subdivision of Yuzhnoportovyi district, Moscow on December 11, 2007, code of subdivision 770-113, with his registered address at [**], and Mr. [**], a citizen of the Russian Federation, bearing passport number [**] issued by Passports and visas issuing department of the Supreme Department of Internal Affairs, Moscow on December 18, 2006, code of subdivision 771-001, with his registered address at [**], and Mr. [**], a citizen of the Russian Federation, bearing passport number [**] issued by Traktorozavodskim RUVD, Chelyabinsk on June 4, 2001, code of subdivision 742-047, with his registered address at [**] (each, a “Seller” and collectively, the “Sellers”), from one side, and CJSC “CTC NETWORK”,
Supplementary Agreement No 1 to Agency Agreement No KT-4/1207 dated December 14, 2007, hereinafter referred to as the “Agency Agreement”Supplementary Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations
Closed Joint Stock Company “New Channel” (OGRN 1047796750880), hereinafter referred to as the “Principal”, represented by its General Director A.E. Rodnyansky, acting pursuant to the Charter on one side, and Closed Joint Stock Company “Kompaniya TSV” (OGRN 5077746859757), hereinafter referred to as the “Agent”, represented by the Deputy General Director V.L. Vshivkin, acting pursuant to the Power of Attorney without number dated December 3, 2007, on the other side, hereinafter referred to as the “Parties”, executed this Supplementary Agreement No 1 to the Agency Agreement as follows.
AGENCY AGREEMENT No KT-4/1207 dated December 14, 2007Agency Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations
Closed Joint Stock Company “New Channel” (OGRN 1047796750880), hereinafter referred to as the “Principal”, represented by its General Director A.E. Rodnyansky, acting pursuant to the Charter, as the first party,
SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations • England and Wales
THIS SHARE PURCHASE AGREEMENT is entered into on December 18, 2007 by and between Mr. Serguey Anatolievich Kalvarsky, a citizen of the Russian Federation, bearing passport number No [**] issued by OVD Bogorodskoye, Moscow on February 2, 2000 with his registered address at [**], and Mr. [**], a citizen of the Russian Federation, bearing passport number No [**] issued by 84 office of militia of Krasnoselsky district of St. Petersburg on November 15, 2003 with his registered address at [**] (each, a “Seller” and collectively, the “Sellers”), from one side, and CJSC “CTC NETWORK”, a company organised and existing under the laws of the Russian Federation, having its registered office at 3rd Khoroshevskaya str., 12, 123298, Moscow, Russia (“CTC Network”), and CTC Media, Inc., a Delaware corporation with its registered office at 2711 Centerville Road, Suite 400, 19808 Wilmington, Delaware, USA (“CTC Media”), from the other side. CTC Network and CTC Media are hereinafter collectively referred
APPENDIX 1 to Agency Agreement No C-25-400/07 dated July 11, 2007 (hereinafter the “Agency Agreement”)To Agency Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations • Moscow
Closed Joint Stock Company “Network of Television Stations” (OGRN 1027700151852), hereinafter referred to as the “Principal”, represented by its General Director A.E. Rodnyansky, acting pursuant to the Charter on one side, and Closed Joint Stock Company “Kompaniya TSV” (OGRN 5077746859757), hereinafter referred to as the “Agent”, represented by the General Director S.A. Vasiliev, acting pursuant to the Charter, on the other side, hereinafter referred to as the “Parties”, executed this Appendix 1 (“Appendix”) to the Agency Agreement as follows.
Supplementary Agreement to Agreement No dated (hereinafter the “Agreement”) and to Appendix No 2 dated (hereinafter the “Appendix”)Supplementary Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations
(hereinafter referred to as the “Principal”) (principal state registration number [OGRN] ) in the person of , acting on the basis of , on the one hand, and (hereinafter referred to as the “Agent”) in the person of , acting on the basis of , on the other hand, hereinafter jointly referred to as the “Parties”, have concluded this Agreement as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations • Delaware
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by CTC Media, Inc., a Delaware corporation (the “Company”), and Viacheslav Sinadski (the “Employee”).
EMPLOYMENT AGREEMENT No 52/OIII-06Employment Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations
Representative Office of CTC Media, Inc. (USA), hereinafter referred to as the “Employer”, represented by the Head of Representative Office Mr. Stanislav Alexandrovich Gikalo, acting pursuant to the Representative Office Statue, on one side and Ms. Anna Valerievna Poutko referred to as the “Employee”, on the other side, collectively referred to as the “Parties” entered into this Employment Agreement, referred to as the “Agreement”, as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations • Delaware
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by CTC Media, Inc., a Delaware corporation (the “Company”), and Boris Podolsky (the “Executive”).
AMENDMENT NO. 1 TO PURCHASE AGREEMENTPurchase Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations
This Amendment No. 1 (the “Amendment”) is entered into as of February 29, 2008, and amends the Purchase Agreement in respect of Teleradiokompaniya 31st Kanal LLP dated as of January 25, 2008 (the “Purchase Agreement”), by and among CTC Media, Inc., a Delaware corporation (the “Purchaser”); “Art Media Capital” Closed Unit Investment Fund of Risk Investments (the “Seller”), under the management of Kazkommerts Securities JSC, a joint stock corporation organized under the laws of the Republic of Kazakhstan; Verny Capital JSC, a joint stock company organized under the laws of the Republic of Kazakhstan (the “Guarantor”); “Vernye Investitsyi” Closed Unit Investment Fund of Risk Investments (the “Holder”) under the management of the Guarantor; and Teleradiokompaniya 31st Kanal LLP, a limited liability partnership organized under the laws of the Republic of Kazakhstan (the “Target”).
CTC MEDIA, INC. STOCK OPTION AGREEMENTStock Option Agreement • February 29th, 2008 • CTC Media, Inc. • Television broadcasting stations • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) made as of this 10th day of December 2007, is entered into between CTC Media, Inc., a Delaware corporation (the “Company”), and Boris Podolsky (“Optionee”).
