NEXTMEDIA OPERATING, INC., as Issuer The SUBSIDIARY GUARANTORS named herein, as Guarantors and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee INDENTUREIndenture • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • New York
Exhibit 10.24 ASSET PURCHASE AGREEMENT Dated as of June 13, 2001Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • New York
For the purposes hereof, the "Earn-Out" shall mean an amount equal to twenty- five percent (25%) of: (i) the sum of (x) Cash Flow (as defined in --- paragraph (c) below) attributable to the Assets and other Assets of the Buyer purchased by Buyer in...Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • New York
Dated as of December , 2001 ---- NM LICENSING LLC LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
ARTICLE 1 PURCHASE OF ASSETS ------------------Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Florida
ARTICLE 1Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
amongCredit Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations
FIRST AMENDMENT ---------------Nm Licensing LLC • April 8th, 2002 • Radio broadcasting stations • New York
Exhibit 10.36 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of ____________, 2001, between NEXTMEDIA GROUP, INC., a Delaware corporation ("Employer") and SCHUYLER HANSEN ("Executive"). WHEREAS, Employer desires to employ...Employment Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
Exhibit 4.02 NEXT MEDIA OPERATING, INC. 10.75% Senior Subordinated Notes due 2011 REGISTRATION RIGHTS AGREEMENT -----------------------------Registration Rights Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • New York
by and among RADIOWORKS, INC., WFVR, INC., and WKKD, INC. (as Seller) and NEXTMEDIA OPERATING, INC., and NEXTMEDIA LICENSING, INC. (as Buyer)Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Illinois
THIS EMPLOYMENT AGREEMENT dated June 14, 2001 (this "Agreement") is --------- made to be effective as of February 1, 2001, by and among NEXTMEDIA OUTDOOR, INC., a Delaware corporation ("Employer"), NEXTMEDIA GROUP, INC., a Delaware --------...Employment Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
THIS EMPLOYMENT AGREEMENT dated June 14, 2001 (this "Agreement") is --------- made to be effective as of February 1, 2001, by and among NEXTMEDIA OUTDOOR, INC., a Delaware corporation ("Employer"), NEXTMEDIA GROUP, INC., a Delaware --------...Employment Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
Exhibit 10.11 ASSET PURCHASE AGREEMENT Dated as of May 11, 2000Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Minnesota
ARTICLE 1Asset Purchase Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
Exhibit 4.07 THIRD AMENDMENT AND CONSENT --------------------------- THIRD AMENDMENT AND CONSENT (this "Amendment"), dated as of June 22, 2001, among NEXTMEDIA GROUP, INC., a Delaware corporation ("Holdings"), NEXTMEDIA OPERATING, INC., a Delaware...Nm Licensing LLC • April 8th, 2002 • Radio broadcasting stations • New York
FOURTH AMENDMENT ----------------Nm Licensing LLC • April 8th, 2002 • Radio broadcasting stations • New York
Exhibit 10.22 AMENDMENT NO. I TO ASSET EXCHANGE AGREEMENT -------------------------------------------- This Amendment (this "Amendment") to the Asset Exchange Agreement dated as of August 31, 2000 (the "Exchange Agreement") is made as of April 30,...Asset Exchange Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations
Exhibit 10.31 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of March ___, 2000, between NEXTMEDIA GROUP, INC., a Delaware corporation ("Employer") and STEVEN DINETZ ("Executive"). WHEREAS, the Employer desires to employ...Employment Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
Exhibit 10.33 EMPLOYMENT AGREEMENTEmployment Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
MEMBERSHIP AGREEMENT of NEXTMEDIA OUTDOOR, L.L.C., a Delaware limited liability companyMembership Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
Exhibit 10.17 KLAK-FM OPTION AGREEMENT ------------------------ This Option Agreement, dated as of October ___, 2000, is by and between FIRST BROADCASTING COMPANY, L.P., a Delaware limited partnership (the "Purchaser"), and NEXTMEDIA LICENSING, INC.,...Klak-Fm Option Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Texas
ARTICLE I DEFINED TERMS -------------Contribution and Purchase and Sale Agreement • April 8th, 2002 • Nm Licensing LLC • Radio broadcasting stations • Delaware
SECOND AMENDMENT ----------------Nm Licensing LLC • April 8th, 2002 • Radio broadcasting stations • New York
