APN(S): 4206-015-039, 4206-015-040,Westwood One Inc /De/ • March 5th, 2008 • Services-amusement & recreation services • New York
THIS SHARED DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILING (this “Deed of Trust”), is made as of February 28, 2008, by WESTWOOD ONE, INC., a Delaware corporation (“Trustor”), with an office at 40 West 57th Street, New York, New York 10019, to FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation, as trustee (“Trustee”), for the benefit of THE BANK OF NEW YORK, as collateral trustee for the Secured Parties, as beneficiary (“Beneficiary”), with an office at 101 Barclay Street, New York, New York 10286 (Trustor, Trustee and Beneficiary shall be collectively referred to herein as the “Parties”).
SHARED SECURITY AGREEMENTShared Security Agreement • March 5th, 2008 • Westwood One Inc /De/ • Services-amusement & recreation services • New York
SHARED SECURITY AGREEMENT (this “Agreement”) dated as of February 28, 2008, among WESTWOOD ONE, INC., a corporation duly organized and validly existing under the laws of the State of Delaware (together with any successor, the “Borrower”); each of the Subsidiaries of the Borrower identified under the caption “SUBSIDIARY GUARANTORS” on the signature pages hereto and any other Subsidiary of the Borrower that becomes a party hereto from time to time after the date hereof (individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors” and, together with the Borrower, the “Obligors”); JPMORGAN CHASE BANK, N. A., as Administrative Agent under the Credit Agreement referred to below (the “Administrative Agent”), and THE BANK OF NEW YORK, a New York banking corporation, as collateral trustee (in such capacity, together with its successors in such capacity, the “Collateral Trustee”) for the Secured Parties.
INTERCREDITOR AND COLLATERAL TRUST AGREEMENTIntercreditor and Collateral Trust Agreement • March 5th, 2008 • Westwood One Inc /De/ • Services-amusement & recreation services • New York
INTERCREDITOR AND COLLATERAL TRUST AGREEMENT (this “Agreement”) dated as of February 28, 2008, among WESTWOOD ONE, INC., a corporation duly organized and validly existing under the laws of the State of Delaware (together with any successor, the “Borrower”); each of the Subsidiaries of the Borrower identified under the caption “SUBSIDIARY GUARANTORS” on the signature pages hereto and any other Subsidiary of the Borrower that becomes a party hereto in accordance with Section 8.13 from time to time after the date hereof (individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors” and, together with the Borrower, the “Obligors”); JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders under the Credit Agreement referred to below (the “Administrative Agent”); the holders of the 2002 Notes (such holders from time to time being referred to as the “Noteholders”) and THE BANK OF NEW YORK, a New York banking corporation, as collateral trustee (in such capacit
WESTWOOD ONE, INC. FIRST AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 5th, 2008 • Westwood One Inc /De/ • Services-amusement & recreation services • New York
THIS FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), is made and entered into as of February 28, 2008, by and among Westwood One, Inc., a Delaware corporation (the “Company”), and the financial institutions that hold the Notes (collectively, the “Noteholders”). Capitalized terms used and not defined herein have the respective meanings ascribed thereto in the Note Purchase Agreement or the Intercreditor and Collateral Trust Agreement (as such terms are defined below).
