AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas
AGREEMENT, dated effective as of December 22, 2009, by and between Clear Channel Communications, Inc. (as successor to BT Triple Crown Merger Co., Inc. (“MergerSub”, the “Company”), CC Media Holdings, Inc. (“Holdings”) and Randall T. Mays (“Executive”).
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Goldman, Sachs & Co. As representative of the several Purchasers named in Schedule I to the Purchase Agreement 85 Broad Street New York, NY 10004
SERIES A SENIOR NOTES PROCEEDS LOAN AGREEMENTSeries a Senior Notes Proceeds Loan Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
THIS SERIES A SENIOR NOTES PROCEEDS LOAN AGREEMENT (this “Agreement”), dated as of December 23, 2009, is made by and between CLEAR CHANNEL WORLDWIDE HOLDINGS, INC., a Nevada corporation (the “Lender”) and CLEAR CHANNEL OUTDOOR, INC., a Delaware corporation (the “Borrower”).
SERIES B SENIOR NOTES PROCEEDS LOAN AGREEMENTSeries B Senior Notes Proceeds Loan Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
THIS SERIES B SENIOR NOTES PROCEEDS LOAN AGREEMENT (this “Agreement”), dated as of December 23, 2009, is made by and between CLEAR CHANNEL WORLDWIDE HOLDINGS, INC., a Nevada corporation (the “Lender”) and CLEAR CHANNEL OUTDOOR, INC., a Delaware corporation (the “Borrower”).
Clear Channel Worldwide Holdings, Inc. Purchase AgreementPurchase Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Issuer”), an indirect, wholly-owned subsidiary of Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Purchasers named in Schedule I hereto (the “Purchasers”) an aggregate of $500.0 million principal amount of 9.25% Series A Senior Notes Due 2017 (the “2017 A Notes”) and an aggregate of $2.0 billion principal amount of 9.25% Series B Senior Notes Due 2017 (the “2017 B Notes” and, together with the 2017 A Notes, the “Securities”). The Securities will be guaranteed as to the payment of principal, premium, if any, and interest by the Company, Clear Channel Outdoor, Inc. (“CCOI”) and each of the subsidiaries of the Company named in Schedule II hereto (the Company, CCOI and such subsidiaries, the “Guarantors”, and such guarantees, the “Guarantees”).
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Goldman, Sachs & Co. As representative of the several Purchasers named in Schedule I to the Purchase Agreement 85 Broad Street New York, NY 10004
INDENTURE Dated as of December 23, 2009 among CLEAR CHANNEL WORLDWIDE HOLDINGS, INC. as the Issuer, CLEAR CHANNEL OUTDOOR HOLDINGS, INC. as Guarantor, CLEAR CHANNEL OUTDOOR, INC. as Guarantor, EACH OF THE OTHER GUARANTORS PARTY HERETO, and U.S. BANK...Indenture • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
INDENTURE, dated as of December 23, 2009, among Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Issuer”), Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), as Guarantor, Clear Channel Outdoor, Inc., a Delaware corporation (“CCO”), as Guarantor, each of the other Guarantors (as defined herein) listed on the signature pages hereto, U.S. Bank National Association, as Trustee, Paying Agent, Registrar and Transfer Agent.
INDENTURE Dated as of December 23, 2009 among CLEAR CHANNEL WORLDWIDE HOLDINGS, INC. as the Issuer, CLEAR CHANNEL OUTDOOR HOLDINGS, INC. as Guarantor, CLEAR CHANNEL OUTDOOR, INC. as Guarantor, EACH OF THE OTHER GUARANTORS PARTY HERETO, and U.S. BANK...Indenture • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
INDENTURE, dated as of December 23, 2009, among Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Issuer”), Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), as Guarantor, Clear Channel Outdoor, Inc., a Delaware corporation (“CCO”), as Guarantor, each of the other Guarantors (as defined herein) listed on the signature pages hereto, U.S. Bank National Association, as Trustee, Paying Agent, Registrar and Transfer Agent.
CONTRACT OF EMPLOYMENTContract of Employment • March 16th, 2010 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • England and Wales
