Exhibit 10.79 [Spanish Broadcasting System, inc. Logo] December 10, 2003 Marko Radlovic 24949 Normans Way Calabasas, CA 91302 Dear Marko Radlovic: Pursuant to the terms and conditions of the Spanish Broadcasting System, Inc. 1999 Stock Option Plan...Spanish Broadcasting System Inc • March 15th, 2004 • Radio broadcasting stations
Pursuant to the terms and conditions of the Spanish Broadcasting System, Inc. 1999 Stock Option Plan (the "Plan") and/or your Employment Agreement, if applicable, you have been granted a Nonqualified Stock Option, to purchase 72,682 shares (the "Option") of Class A common stock as outlined below.
AMONGCredit Agreement • November 14th, 2003 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 EXHIBIT 99.3 SPANISH BROADCASTING SYSTEM, INC. 9 5/8% SENIOR SUBORDINATED NOTES DUE 2009Indenture • June 25th, 2001 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 EXHIBIT 4.8 FORM OF SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (the "Supplemental Indenture"), dated as of ________ __, 1999, by and between SPANISH BROADCASTING SYSTEM, INC., a Delaware corporation (the "Company"), the Guarantors and IBJ...Supplemental Indenture • October 6th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
by and among SPANISH BROADCASTING SYSTEM, INC., (a Delaware corporation) as Issuer SPANISH BROADCASTING SYSTEM, INC. (a New Jersey corporation), SPANISH BROADCASTING SYSTEM OF CALIFORNIA, INC., SPANISH BROADCASTING SYSTEM OF FLORIDA, INC., SPANISH...Securities Purchase Agreement • April 11th, 1997 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
ARTICLE IRegistration Rights Agreement • December 27th, 2004 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
WITNESSETH:Asset Purchase Agreement • August 9th, 2004 • Spanish Broadcasting System Inc • Radio broadcasting stations
and IBJ SCHRODER BANK & TRUST COMPANY as Warrant AgentWarrant Agreement • April 11th, 1997 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
ARTICLE 1. DEFINITIONS AND REFERENCESAsset Purchase Agreement • August 23rd, 2004 • Spanish Broadcasting System Inc • Radio broadcasting stations • California
WITNESSETHAsset Purchase Agreement • September 25th, 2003 • Spanish Broadcasting System Inc • Radio broadcasting stations • Texas
EXHIBIT 10.9 SPANISH BROADCASTING SYSTEM, INC. 10 3/4% SERIES A CUMULATIVE EXCHANGEABLE REDEEMABLE PREFERRED STOCK REGISTRATION RIGHTS AGREEMENT October 30, 2003 LEHMAN BROTHERS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED DEUTSCHE BANK...Registration Rights Agreement • November 14th, 2003 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
4 5 (c) Termination By the Company For Cause. The Executive's employment hereunder may be terminated by the Company for Cause at any time. For purposes of this Agreement, the term "Cause" shall mean the Executive's (i) commission of an illegal act or...Employment Agreement • October 26th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 EXHIBIT 4.13 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 25th, 2001 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
INDENTUREIndenture • April 11th, 1997 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
2 3 Salary") provided that the first six installments will be reduced by 1/6th of the amount advanced by the Company to Mr. Alarcon, Jr. to repay the amount due on December 30, 1996 pursuant to his promissory note to the Company. The bonus, dividend...Employment Agreement • April 11th, 1997 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
2 3 (f) The Indenture between the Company, the Subsidiary Guarantors and the Trustee has been duly qualified under the Trust Indenture Act of 1939, as amended (the "Trust Indenture Act") and has been duly authorized, executed and delivered by the...Underwriting Agreement • November 8th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 EXHIBIT 4.9 LOCK-UP LETTER AGREEMENT Spanish Broadcasting System, Inc. 3191 Coral Way Suite 805 Miami, Florida 33145 Dear Sirs: Spanish Broadcasting System, Inc., or its successor or assign (the "Company"), Rodriguez Communications, Inc. ("RCI"),...Letter Agreement • June 25th, 2001 • Spanish Broadcasting System Inc • Radio broadcasting stations
WARRANTSpanish Broadcasting System Inc • November 14th, 2003 • Radio broadcasting stations • Delaware
BY AND AMONGMerger Agreement • October 12th, 2004 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 9th, 2001 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 Exhibit 1.1 FINANCIAL ADVISORY AGREEMENT March 4, 1997 Ladies and Gentlemen: Spanish Broadcasting System, Inc., a Delaware corporation (the "Company"), proposes to solicit consents (the "Consent Solicitation") from holders of its 12 1/2% Senior...Spanish Broadcasting System Inc • April 11th, 1997 • Radio broadcasting stations • New York
2 3 (d) The Company has an authorized capitalization as set forth in the Prospectus, and all of the issued shares of capital stock of the Company have been duly and validly authorized and issued, are fully paid and non-assessable and conform to the...Spanish Broadcasting System Inc • November 8th, 1999 • Radio broadcasting stations • New York
1 EXHIBIT 10.9 AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENT dated as of October 25, 1999 by and between Spanish Broadcasting System, Inc., a Delaware corporation having a place of business at 3191 Coral Way,...Employment Agreement • October 26th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
Exhibit 10.8 SPANISH BROADCASTING SYSTEM, INC. 10 3/4% SERIES A CUMULATIVE EXCHANGEABLE REDEEMABLE PREFERRED STOCK PURCHASE AGREEMENT October 15, 2003 LEHMAN BROTHERS INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED DEUTSCHE BANK SECURITIES...Purchase Agreement • November 14th, 2003 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
WARRANTSpanish Broadcasting System Inc • August 13th, 2003 • Radio broadcasting stations • Delaware
RECITALSEmployment Agreement • March 15th, 2004 • Spanish Broadcasting System Inc • Radio broadcasting stations • Florida
1 EXHIBIT 99.1 SPANISH BROADCASTING SYSTEM, INC. 9 5/8% SENIOR SUBORDINATED NOTES DUE 2009 PURCHASE AGREEMENT May 24, 2001 LEHMAN BROTHERS INC., c/o Lehman Brothers, Inc. Three World Financial Center New York, New York 10285 Dear Sirs: Spanish...Spanish Broadcasting System Inc • June 25th, 2001 • Radio broadcasting stations • New York
EXHIBIT 10.1 ASSET PURCHASE AGREEMENT DATED AS OF OCTOBER 2, 2003Asset Purchase Agreement • October 9th, 2003 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
Exhibit 99.2 SPANISH BROADCASTING SYSTEM, INC. 9 5/8% SENIOR SUBORDINATED NOTES DUE 2009 REGISTRATION RIGHTS AGREEMENTSpanish Broadcasting System Inc • June 25th, 2001 • Radio broadcasting stations • New York
1 Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE This Second Supplemental Indenture (the "Supplemental Indenture") is made and entered into as of the 2lst day of March, 1997 by and among Spanish Broadcasting System, Inc., a Delaware corporation (the...Second Supplemental Indenture • April 11th, 1997 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 January 14, 2000Stock Purchase Agreement • January 28th, 2000 • Spanish Broadcasting System Inc • Radio broadcasting stations
5 6 not just those covered by employment agreements with the Company, (iv) the Executive's Base Salary is reduced, (v) the Company fails to perform any material term or provision of this Agreement, (vi) the Executive's office location is relocated to...Employment Agreement • November 8th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • New York
1 2 (i) LICENSES AND AUTHORIZATIONS. The licenses, permits and authorizations of the FCC listed on Schedule A attached hereto, together with any renewals, extensions or modifications thereof and additions thereto made between the date of this...Asset Purchase Agreement • October 26th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • Florida
1 Exhibit 9 INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT, dated as of November 2, 1999 between Spanish Broadcasting System, Inc., a Delaware corporation (the "Company"), and Jason L. Shrinsky ("Indemnitee"). WHEREAS, it is essential that the...Indemnification Agreement • November 8th, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • Delaware
ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT (the "Agreement"), dated as of January 8, 1999, by and between Spanish Broadcasting System of Puerto Rico, Inc., a Puerto Rico corporation ("Buyer"), and Guayama Broadcasting Company, Inc., a Puerto...Asset Purchase Agreement • January 22nd, 1999 • Spanish Broadcasting System Inc • Radio broadcasting stations • Puerto Rico
