0000950134-06-006377 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 16, 2005, is entered into by and between Clear Channel Outdoor Holdings, Inc., a Delaware corporation (including its successors, the “Company”), and Clear Channel Communications, Inc., a Texas corporation (“CCU”).

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EMPLOYEE MATTERS AGREEMENT
Employee Matters Agreement • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas

This Employee Matters Agreement, dated as of November 10, 2005, is made between Clear Channel Communications, Inc. (“Clear Channel”), a Texas corporation, and Clear Channel Outdoor Holdings, Inc. (“Holdings”), a Delaware corporation.

MASTER AGREEMENT BETWEEN CLEAR CHANNEL COMMUNICATIONS, INC. AND CLEAR CHANNEL OUTDOOR HOLDINGS, INC. Dated November 16, 2005
Master Agreement • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas

This MASTER AGREEMENT, dated November 16, 2005 (this “Agreement”), is made between Clear Channel Communications, Inc., a Texas corporation (“CCU”), and Clear Channel Outdoor Holdings, Inc., a Delaware corporation and as of the date hereof, an indirect, wholly owned subsidiary of CCU (“Outdoor”). Certain capitalized terms used in this Agreement are defined in Section 1.1 and the definitions of the other capitalized terms used in this Agreement are cross-referenced in Section 1.2.

AMENDED AND RESTATED LICENSE AGREEMENT
Amended And • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas

This Amended and Restated License Agreement (this “Agreement”) is made and entered into as of November 10, 2005, by and between Clear Channel Identity, L.P., a Texas limited partnership, whose principal place of business is located at 200 E. Basse Road, San Antonio, Texas 78209 (“Owner”), and Outdoor Management Services, Inc., a Nevada corporation, whose principal place of business is located at 200 E. Basse Road, San Antonio, Texas 78209 (“Licensee”).

CORPORATE SERVICES AGREEMENT DATED NOVEMBER 16, 2005 BETWEEN CLEAR CHANNEL MANAGEMENT SERVICES, L.P. AND CLEAR CHANNEL OUTDOOR HOLDINGS, INC.
Corporate Services Agreement • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas

This CORPORATE SERVICES AGREEMENT, dated to be effective as of November 16, 2005 (this “Agreement”), is made by and between Clear Channel Management Services, L.P., a Texas limited partnership (“Management Services”), and Clear Channel Outdoor Holdings, Inc., a Delaware corporation (“Outdoor”). Management Services is indirectly wholly-owned by Clear Channel Communications, Inc., a Texas corporation (“CCU”), and prior to the initial public offering described below, Outdoor was an indirect, wholly-owned subsidiary of CCU. Certain capitalized terms used in this Agreement are defined in Section 1.1 and the definitions of the other capitalized terms used in this Agreement are cross-referenced in Section 1.2.

TAX MATTERS AGREEMENT BY AND BETWEEN CLEAR CHANNEL COMMUNICATIONS, INC. AND CLEAR CHANNEL OUTDOOR HOLDINGS, INC. Dated as of November 10, 2005
Tax Matters Agreement • March 31st, 2006 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • Texas

This Tax Matters Agreement (this “Agreement”), dated as of November 10, 2005, is entered into by and between Clear Channel Communications, Inc., a Texas corporation (“Parent”), and Clear Channel Outdoor Holdings, Inc., a Delaware corporation (“CCO”).

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