Form of Registration Rights AgreementRegistration Rights Agreement • April 1st, 2009 • Time Warner Inc. • Services-motion picture & video tape production • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [•], 2009, by and between Central European Media Enterprises Ltd., a Bermuda company (the “Company”) and TW Media Holdings LLC, a Delaware limited liability company (“TW”). Certain capitalized terms used in this Agreement are defined in Section 2 hereof.
Form of Investor Rights AgreementInvestor Rights Agreement • April 1st, 2009 • Time Warner Inc. • Services-motion picture & video tape production • New York
This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of [•], 2009, by and among Central European Media Enterprises Ltd., a Bermuda company (the “Company”), Ronald S. Lauder, RSL Savannah LLC, a Delaware limited liability company (“RSL Savannah”), RSL Investment LLC, a Delaware limited liability company (“RSL CME GP”), RSL Investments Corporation, a Delaware corporation (“RSL CME LP” and, together with Ronald S. Lauder, RSL Savannah, RSL CME GP and the RSL Permitted Transferees (as defined herein), the “RSL Investors”), TW Media Holdings LLC, a Delaware limited liability company (“TW” and, together with the TW Permitted Transferees (as defined herein), the “TW Investors”), and any other subsequent parties to this Agreement upon such Party’s execution of a joinder to this Agreement in the form annexed hereto as Exhibit A. The Company, the RSL Investors and the TW Investors, together with any subsequent parties hereto, are sometimes referred to herein individually by name or as a
Subscription AgreementSubscription Agreement • April 1st, 2009 • Time Warner Inc. • Services-motion picture & video tape production • New York
SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of March 22, 2009 (the “Effective Date”), by and between TW Media Holdings LLC, a Delaware limited liability company (“Subscriber”), and Central European Media Enterprises Ltd., a Bermuda company (the “Company”). Each capitalized term used in this Agreement without definition has the meaning set forth in Section 7.1.
TW-Lauder Letter AgreementLetter Agreement • April 1st, 2009 • Time Warner Inc. • Services-motion picture & video tape production
Reference is made to that certain Form of Investor Rights Agreement, attached hereto as Exhibit A (the “Investor Rights Agreement”), to be entered into by Central European Media Enterprises Ltd., a Bermuda company (the “Company”), RSL Savannah LLC, a Delaware limited liability company (“RSL Savannah”), RSL Investment LLC, a Delaware limited liability company, RSL Investments Corporation, a Delaware corporation, Ronald S. Lauder and TW Media Holdings LLC, a Delaware limited liability company (“TW”). Capitalized terms used in this letter (this “Letter”) and not defined herein shall have the meaning ascribed to them in the Investor Rights Agreement.
Joint Filing AgreementJoint Filing Agreement • April 1st, 2009 • Time Warner Inc. • Services-motion picture & video tape production
This Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
