0001104659-08-016643 Sample Contracts

GUARANTY AGREEMENT March 10, 2008
Guaranty Agreement • March 11th, 2008 • CTC Media, Inc. • Television broadcasting stations • New York

WHEREAS, the Purchaser, the Seller and MTG are parties to a purchase agreement dated as of the date hereof (the “Purchase Agreement”) regarding the purchase by the Purchaser from the Seller of shares in ZAO “TV Darial”, a closed joint stock company organized under the laws of the Russian Federation with main state registration number 1027739313205, whose registered office is at 4 Academica Koroleva Street, Building 4, Moscow, 129515, Russia, and certain related entities, all as more fully described in the Purchase Agreement; and

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PURCHASE AGREEMENT March 10, 2008
Purchase Agreement • March 11th, 2008 • CTC Media, Inc. • Television broadcasting stations • New York

· ZAO “Set Televissionnykh Stantsiy”, a closed joint stock company organized under the laws of the Russian Federation with main state registration number 1027700151852, whose registered office is at 3rd Khoroshevskaya str., 12, 123298, Moscow, Russia (the “Purchaser”);

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