Cumulus Media - Chapter 11 Plan Terms

Plan / RSA Terms

Overview

• Cumulus Media Inc. (the "Company") and its debtor affiliates (collectively, the "Debtors") proposed a joint prepackaged chapter 11 plan of reorganization (the "Plan") pursuant to section 1121(a) of the Bankruptcy Code.
• The Debtors entered into a Restructuring Support Agreement ("RSA"), dated March 4, 2026, with the Consenting 2029 Holders. The RSA, along with the Plan and related definitive documents, are the product of extensive arm's-length negotiations among the Debtors, the Consenting Stakeholders, and their respective professionals.
• The Debtors commenced distribution and solicitation on March 4, 2026, of, among other things, the Disclosure Statement, the Plan, and ballots for voting to holders in Class 3 (ABL Facility Claims), Class 4 (2029 Secured Claims), and Class 5 (Other Funded Debt Claims). Subsequent to the launch of solicitation, the Debtors filed voluntary petitions for relief under chapter 11 in the U.S. Bankruptcy Court for the Southern District of Texas on March 4, 2026 (the "Petition Date").
• On April 13, 2026, the Debtors filed the Modified Joint Prepackaged Chapter 11 Plan of Reorganization, which was confirmed by the Bankruptcy Court on April 15, 2026.

Consenting Stakeholders

• The "Consenting Stakeholders" consist of the Consenting 2029 Holders and the Consenting ABL Parties.
  • The "Consenting ABL Parties" consist of the Consenting ABL Lender (Fifth Third Bank, National Association) and the ABL Agent.
  • The "Ad Hoc Group" refers to the ad hoc group of Consenting 2029 Holders represented by Gibson, Dunn & Crutcher LLP (counsel), Guggenheim Securities, LLC (financial advisor), Howley Law PLLC (local counsel), and Covington & Burling LLP (special communications regulatory counsel), among other advisors.
  • The ABL Agent Advisors are Riemer & Braunstein LLP and FBT Gibbons LLP.
• "Required Consenting 2029 Holders" means at least four unaffiliated Consenting 2029 Holders holding at least a majority of the 2029 Debt Claims held by all Consenting 2029 Holders at the relevant time.

Prepetition Debt Structure

• The Debtors' prepetition funded debt includes:
  • ABL Facility: Senior secured asset-based revolving loans under the ABL Credit Agreement, dated March 6, 2020, with Fifth Third Bank, N.A. as agent.
  • 2029 Debt: Secured term loans and 8.00% senior secured first-lien notes due 2029, issued under the 2029 Credit Agreement dated May 2, 2024, with Bank of America, N.A. as administrative agent. The "2029 Debt Claims" include the 2029 Term Loan Claims and the 2029 Notes Claims.
  • 2026 Debt: 6.75% senior notes due 2026 and term loans under the 2026 Credit Agreement dated September 26, 2019.
  • The 2029 Secured Claims and 2029 Deficiency Claims are bifurcated based on collateral value; the 2029 Deficiency Claims, together with the 2026 Debt Claims, comprise the "Other Funded Debt Claims."
  • The lien priorities among these facilities are governed by a Junior Lien Intercreditor Agreement dated May 2, 2024.

Classification and Treatment of Claims

• The Plan designates nine classes of claims and interests (in addition to unclassified Administrative Claims, Professional Fee Claims, and Priority Tax Claims):
  • Classes 1 (Other Secured Claims), 2 (Other Priority Claims), and 6 (General Unsecured Claims) are Unimpaired.
  • Classes 3 (ABL Facility Claims), 4 (2029 Secured Claims), 5 (Other Funded Debt Claims), and 9 (Existing Equity Interests and 510(b) Claims) are Impaired.
  • Classes 7 (Intercompany Claims) and 8 (Intercompany Interests) are either Unimpaired and presumed to accept or Impaired and deemed to reject, at the Debtors' election (with the consent of the Required Consenting 2029 Holders).
• Class 1 (Other Secured Claims) — Unimpaired: Each holder shall receive, at the Debtors' option (with the consent of the Required Consenting Stakeholders), payment in full in cash, delivery of collateral, reinstatement, or other treatment rendering such claim unimpaired.
• Class 2 (Other Priority Claims) — Unimpaired: Each holder shall receive payment in full in cash or treatment consistent with section 1129(a)(9) of the Bankruptcy Code.
• Class 3 (ABL Facility Claims) — Impaired:
  • ABL Facility Claims shall be allowed in an amount equal to the outstanding principal of the ABL Loans plus all accrued and unpaid interest, fees, premiums, and other obligations under the ABL Credit Agreement as of the Effective Date, excluding any make-whole or similar amounts triggered by the filing of the chapter 11 cases.
  • On the Effective Date, the Reorganized Debtors shall enter into the Restated ABL Credit Agreement, and each holder shall receive its pro rata share of New ABL Loans issued in an amount equal to the allowed ABL Facility Claims.
• Class 4 (2029 Secured Claims) — Impaired:
  • The 2029 Secured Claims shall be allowed in an aggregate principal amount of $168,579,947.
  • Each holder shall receive its pro rata share of (i) Exit Convertible Notes and (ii) the 2029 Secured Claims Equity Distribution, subject to the Equity Allocation Mechanism.
  • The 2029 Secured Claims Equity Distribution consists of New Common Stock and/or Special Warrants constituting, in the aggregate, 95% of the issued and outstanding New Common Stock on the Effective Date, subject to dilution by the Management Incentive Plan and conversion of Exit Convertible Notes.
• Class 5 (Other Funded Debt Claims) — Impaired:
  • The 2026 Notes Claims shall be allowed in aggregate principal of $22,965,108, plus accrued and unpaid interest, fees, and other amounts as of the Petition Date.
  • The 2026 Term Loan Claims shall be allowed in aggregate principal of $1,227,363, plus accrued and unpaid interest, fees, and other amounts as of the Petition Date.
  • The 2029 Deficiency Claims shall be allowed in aggregate principal of $470,321,003, representing the unsecured portion of amounts outstanding under the 2029 Credit Agreement and 2029 Notes Indenture, plus all accrued and unpaid interest, make-whole premiums, and other fees and expenses.
  • Each holder shall receive its pro rata share of the Other Funded Debt Claims Equity Distribution, consisting of New Common Stock and/or Special Warrants constituting, in the aggregate, 5% of New Common Stock on the Effective Date, subject to dilution by the Management Incentive Plan and conversion of Exit Convertible Notes. Distributions owing to 2026 Term Loan Lenders shall be turned over to the 2029 Term Loan Lenders and the 2029 Noteholders in accordance with the Junior Lien Intercreditor Agreement.
• Class 6 (General Unsecured Claims) — Unimpaired: The Reorganized Debtors shall continue to pay or treat each allowed General Unsecured Claim in the ordinary course of business as if the chapter 11 cases had never been commenced. Allowed Lease Rejection Claims shall be paid in full on the later of the Effective Date or entry of a final order allowing such claim.
• Classes 7 and 8 (Intercompany Claims and Interests): At the Debtors' election (with the consent of the Required Consenting 2029 Holders), each holder shall have its claim or interest reinstated, or cancelled, released, and extinguished without any distribution.
• Class 9 (Existing Equity Interests and 510(b) Claims) — Impaired: Each holder shall have its interest and/or claim cancelled, released, discharged, and extinguished without any distribution.

Plan Securities and Equity Distribution

• On the Effective Date, all existing equity interests shall be cancelled and the Reorganized Company shall issue the "Plan Securities," comprising:
  • New Common Stock, consisting of New Class A Common Stock and New Class B Common Stock;
  • Exit Convertible Notes; and
  • To the extent issued pursuant to the Equity Allocation Mechanism, Special Warrants with a nominal exercise price to purchase New Class A or New Class B Common Stock.
• New Class B Common Stock is limited-voting common stock that may be exchanged at the holder's election into New Class A Common Stock on a one-for-one basis, subject to a determination by the Reorganized Company that such exchange would not violate Communications Laws or impair FCC Approval.
• Special Warrants may be issued at the Debtors' discretion to the extent they determine such issuance may be required to comply with the Communications Act or FCC rules, or to avoid delay in obtaining FCC Approval.
• Distributions under the Plan shall be funded with (i) cash on hand, (ii) Plan Securities, and (iii) New ABL Loans.

Exit Convertible Notes

• On the Effective Date, the Reorganized Company shall issue $50 million in aggregate principal amount of Exit Convertible Notes pursuant to the Exit Indenture, for distribution to eligible holders of Class 4 (2029 Secured Claims).
  • The Exit Indenture shall be in form and substance acceptable to the Required Consenting 2029 Holders and the Debtors.
  • The Exit Notes Documents are an essential element of the Plan, are necessary for confirmation and consummation, and are critical to the overall success and feasibility of the Plan.
• On the Effective Date, all liens and security interests granted pursuant to the Exit Notes Documents shall be valid, binding, automatically perfected, and enforceable, with priorities established under applicable non-bankruptcy law, and shall not be subject to avoidance, recharacterization, or subordination.

Restated ABL Facility

• On the Effective Date, the Reorganized Debtors shall enter into the Restated ABL Credit Agreement, an amended and restated senior secured asset-based revolving credit agreement, consistent with the ABL Commitment Letter dated March 4, 2026, and otherwise in form and substance acceptable to the Required Consenting 2029 Holders, the Consenting ABL Parties, and the Debtors.
  • The New ABL Loans are an essential element of the Plan and critical to the overall success and feasibility of the restructuring.
  • The terms of the Restated ABL Facility are fair and reasonable, reflect the exercise of prudent business judgment consistent with fiduciary duties, and have been negotiated in good faith and at arm's length.
• On the Effective Date, all liens and security interests granted under the Restated ABL Documents shall be valid, binding, automatically perfected, and enforceable, with priorities established under applicable non-bankruptcy law.

Equity Allocation Mechanism

• The Equity Allocation Mechanism governs the methodology for allocating Plan Securities among holders of Allowed 2029 Secured Claims and Allowed Other Funded Debt Claims. The Bankruptcy Court found it to be an essential component of the Plan, fair and reasonable, and in compliance with the Bankruptcy Code.
  • To be eligible to receive New Common Stock on the Effective Date, each eligible holder must provide an Ownership Certification by the Certification Deadline of April 7, 2026 (or such later date as established by court order).
  • Under FCC rules, an owner of equity in a corporation controlling FCC broadcast licenses may be deemed "attributable" if it owns 5% or more of the voting equity. Accordingly, a holder may only receive more than 4.99% of New Class A Common Stock if the Company or the Reorganized Company determines (with the consent of the Required Consenting 2029 Holders) that such ownership would comply with FCC media ownership rules and FCC Approval, and the holder is identified as an attributable interest holder in the FCC Long Form Application.
  • Investment companies, insurance companies, and banks holding stock through trust departments may hold up to 19.99% of New Class A Common Stock to the extent they qualify as holding a non-attributable interest pursuant to Communications Laws.
  • If a holder elects not to hold an "attributable" interest, such holder shall be issued up to 4.99% of outstanding New Class A Common Stock, with any remaining distribution in the form of New Class B Common Stock.

Management Incentive Plan

• On the Effective Date, the Reorganized Debtors shall reserve the MIP Equity Pool — 10% of New Common Stock on a fully-diluted basis — for distribution to participating employees and independent members of the New Board pursuant to the Management Incentive Plan.
  • The material terms of the Management Incentive Plan shall be fixed by the New Board in its sole discretion, including with respect to participants, allocation, timing, vesting terms, and form and structure of equity compensation, in a manner consistent with the Employee Matters Term Sheet.
  • The New Board, in consultation with the Company's Chief Executive Officer, shall adopt and implement the Management Incentive Plan and allocate, grant, and issue a portion of the MIP Equity Pool within 90 days of the Effective Date.
  • The terms have been negotiated in good faith and at arm's length with the Consenting 2029 Holders.

Amended Employment Agreements

• On and effective as of the Confirmation Date, the Debtors shall enter into the Amended CEO Agreement and the Amended CFO Agreement (together, the "Amended Employment Agreements"), each in form and substance consistent with the Employee Matters Term Sheet.
  • The Amended Employment Agreements shall be assumed pursuant to sections 365 and 1123(b)(2) of the Bankruptcy Code as of the Confirmation Date and shall be valid, binding, and enforceable.
  • The terms have been negotiated in good faith and at arm's length with the Consenting 2029 Holders, and the Amended Employment Agreements are an essential element of the Plan and the global settlement of all claims, interests, causes of action, and controversies resolved pursuant to the Plan.

Corporate Governance

• The Reorganized Company shall, unless the Company and the Required Consenting 2029 Holders agree otherwise, be a private company. The Plan Securities will not be listed on any recognized stock exchange, and the Reorganized Company will not be subject to reporting requirements of the Securities Act or the Exchange Act.
  • On the Effective Date, the term of the current board of directors shall expire, existing members shall be deemed to resign, and the New Board shall be appointed after having been determined and selected by the Required Consenting 2029 Holders in accordance with the RSA and the New Organizational Documents.
  • Existing board members or managers of the Debtor subsidiaries and their officers shall continue in their existing positions as of the Effective Date, subject to the New Organizational Documents; however, the New Board shall not be constrained in its ability to replace any existing board members, managers, or officers of the subsidiaries.
• On the Effective Date, the New Organizational Documents, including the Shareholders' Agreement, shall be adopted automatically. The Reorganized Company and all holders of Equity Plan Securities shall be deemed parties to the Shareholders' Agreement, regardless of execution, and shall be bound thereby.
  • The New Organizational Documents will prohibit the issuance of non-voting equity securities pursuant to section 1123(a)(6) of the Bankruptcy Code.

Contingent DIP Financing

• At any time after the Petition Date and prior to the Effective Date, the Debtors are authorized, but not obligated, to obtain debtor-in-possession financing (the "DIP Facility") if the Debtors determine (with the consent of the Required Consenting 2029 Holders) that such financing is necessary or appropriate to fund the chapter 11 cases.
  • The DIP Facility shall be provided pursuant to sections 364(c) and 364(d) of the Bankruptcy Code and backstopped by certain holders of 2029 Debt Claims (the "DIP Backstop Parties"). Key terms include a principal amount of up to $25 million, an interest rate of up to SOFR + 10.0% (with a default rate of up to 2.0% per annum above the otherwise applicable rate), an upfront fee of up to 2.5%, a backstop premium of up to 7.5%, a commitment fee of up to 2.5%, and an exit fee of up to 2.0%.
  • To the extent obligations under the DIP Facility remain outstanding as of the Effective Date, such obligations may, in the sole discretion of the Debtors (with the consent of the Required Consenting 2029 Holders), be (i) paid in full in cash, (ii) converted into New Common Stock, (iii) converted into Exit Convertible Notes, or (iv) converted into a new debt instrument junior to the Restated ABL Credit Agreement.

Voting Results

• Each of Class 3 (ABL Facility Claims), Class 4 (2029 Secured Claims), and Class 5 (Other Funded Debt Claims) voted to accept the Plan in the number and amount required by section 1126 of the Bankruptcy Code.
• Holders of claims in Class 1 (Other Secured Claims), Class 2 (Other Priority Claims), and Class 6 (General Unsecured Claims) are Unimpaired and are presumed to have accepted the Plan under section 1126(f).
• Holders of interests in Class 9 (Existing Equity Interests and 510(b) Claims) are Impaired and deemed to have rejected the Plan. Holders in Classes 7 and 8 were not solicited, as they are either presumed to accept or deemed to reject, as applicable.

Valuation and Feasibility

• The valuation analysis attached as Exhibit D of the Disclosure Statement, including the estimated value of the 2029 Deficiency Claims, implied equity value, and post-emergence enterprise value of the Reorganized Debtors on a going-concern basis as of September 30, 2026, was found to be reasonable and credible. All parties in interest were given a fair and reasonable opportunity to challenge the valuation analysis, and no parties did so.
• The financial projections attached as Exhibit F to the Disclosure Statement were found to be reasonable, persuasive, and credible, establishing that the Plan is feasible, that the Reorganized Debtors will have sufficient funds to meet their obligations, and that confirmation is not likely to be followed by liquidation or further financial reorganization.
• The Liquidation Analysis attached as Exhibit E to the Disclosure Statement established that each holder of an impaired claim or interest either accepted the Plan or will receive property of a value not less than what such holder would receive in a chapter 7 liquidation.

Releases

• Debtor Release: The Debtor Release set forth in Article VIII.C of the Plan represents a valid exercise of business judgment and is an integral part of the Plan. Following an independent investigation by the Investigation Committee of the Board of Directors, the lack of colorable claims against the Released Parties, and the material benefits obtained through the prepackaged plan, the Bankruptcy Court approved the Debtor Release.
  • The scope of the Debtor Release does not extend to (a) post-Effective Date obligations, (b) rights of holders to receive distributions under the Plan, (c) causes of action included on the Schedule of Retained Causes of Action, or (d) claims arising from acts judicially determined to constitute actual fraud or criminal conduct.
  • The Debtor Release extends to the 2026 Agent and the 2026 Trustee and their related parties, to the same extent and subject to the same limitations applicable to Released Parties under the Plan.
• Third-Party Release: The Third-Party Release set forth in Article VIII.D is consensual and is an essential provision of the Plan. It was critical to incentivizing parties to support the Plan by providing concessions and funding, and to preventing costly litigation.
  • Holders in the Opt Out Classes (Classes 1 through 6) who did not affirmatively opt out are deemed to have consented to the release. Holders in Class 9 (Existing Equity Interests and 510(b) Claims) were provided a Release Opt In Form, and no such holder is a Releasing Party unless it affirmatively opted in.
  • The scope of the Third-Party Release does not extend to (a) post-Effective Date obligations, (b) rights to distributions under the Plan, (c) rights of current employees under employment agreements, (d) confidentiality or non-compete provisions in favor of the Debtors, or (e) claims arising from acts judicially determined to constitute actual fraud, gross negligence, willful misconduct, or criminal conduct.
  • The United States opts out of the Third-Party Release and is not a Releasing Party. The Texas Comptroller is not a Releasing Party and affirmatively opts out of the Third-Party Releases.
• Released Parties include, among others, each Debtor, each Reorganized Debtor, each Consenting Stakeholder, the Ad Hoc Group, the 2029 Agent, the 2029 Trustee, the ABL Parties, holders of Class 9 claims who opted in, holders in Opt Out Classes who did not opt out, and each of their respective affiliates, predecessors, successors, directors, officers, professionals, and other related parties. With respect to the 2029 Agent, the release does not extend to unrelated affiliates, trading desks, funds, or business groups that did not themselves submit a ballot or Release Opt In Form (mirroring the limitation applicable to the 2026 Agent).

Exculpation and Injunction

• The Exculpated Parties are limited to the Debtors and their Estates. The exculpation provisions are essential to the Plan and appropriate under applicable law.
• The injunction provisions are essential to the Plan and necessary to implement, preserve, and enforce the discharge, release, and exculpation provisions.

FCC Regulatory Matters

• The required FCC Applications, including the FCC Long Form Application, shall be filed as promptly as practicable. The Debtors shall diligently prosecute the FCC Applications and promptly provide additional documents or information requested by the FCC.
  • "FCC Approval" means the FCC's grant of the FCC Long Form Application. The "Transfer of Control" encompasses the transfer of control of the Company's subsidiaries holding FCC Licenses as a result of the issuance of Plan Securities, including an assignment of FCC Licenses from the Debtors as debtors-in-possession to the Reorganized Debtors.
  • No transfer of any FCC license shall take place prior to the issuance of FCC regulatory approval. The FCC's rights and powers to take action pursuant to its regulatory authority, including imposing regulatory conditions, are fully preserved.

Conditions Precedent to Effective Date

• Key conditions precedent to the Effective Date include, among others:
  • The RSA shall not have been terminated and shall remain in full force and effect;
  • The ABL Commitment Letter shall not have been terminated and shall remain in full force and effect;
  • All Restructuring Expenses shall have been paid in full in cash;
  • The Professional Fee Escrow shall have been established and funded;
  • The New Organizational Documents shall have been adopted;
  • The Plan Securities and Exit Convertible Notes shall have been validly issued;
  • All requisite governmental and regulatory approvals, including FCC Approval and any Antitrust and Foreign Investment Approvals, shall have been obtained;
  • No order or law shall be in effect staying, restraining, or prohibiting implementation of the Plan; and
  • The Bankruptcy Court shall have entered the Disclosure Statement Order and the Confirmation Order as Final Orders.
• Any condition (other than receipt of required FCC Approval) may be waived with the prior written consent of the Debtors and the Required Consenting 2029 Holders (and, with respect to conditions directly affecting the ABL Parties, the ABL Agent).

Restructuring Expenses and Professional Fee Claims

• Restructuring Expenses — comprising the Ad Hoc Group Fees and Expenses, ABL Agent Fees and Expenses, Agent Transfer Expenses, Trustee Expenses, and all other reasonable and documented fees entitled to be paid under the Cash Collateral Orders — shall be paid in full in cash on the Effective Date without the requirement to file a fee application, without time detail, and without review or approval by the Bankruptcy Court.
• A Professional Fee Escrow shall be established no later than one business day prior to the Effective Date and funded with cash equal to the Professional Fee Escrow Amount. All final requests for payment of Professional Fee Claims incurred from the Petition Date through the Confirmation Date must be filed no later than 45 calendar days after the Effective Date.

Executory Contracts and Unexpired Leases

• On the Effective Date, all executory contracts and unexpired leases shall be deemed assumed unless such contract or lease (1) was previously assumed or rejected, (2) previously expired or terminated, (3) is the subject of a motion to reject filed on or before the Effective Date, or (4) is specifically designated for rejection on the Schedule of Rejected Executory Contracts and Unexpired Leases.
  • The Debtors reserve the right (with the consent of the Required Consenting 2029 Holders) to alter, amend, modify, or supplement the Schedule of Rejected Executory Contracts and Unexpired Leases at any time up to and including 45 days after the Effective Date.
  • Claims arising from rejection of executory contracts or unexpired leases must be filed within 21 days after the later of (1) entry of an order approving rejection and (2) the effective date of rejection, and shall be treated as General Unsecured Claims.

Indemnification and Insurance

• All prepetition indemnification provisions for current and former directors, officers, managers, employees, and other professionals shall remain intact, in full force and effect, irrevocable, and shall not be limited, reduced, or terminated after the Effective Date.
• All insurance policies, including D&O Liability Insurance Policies, shall be deemed assumed on the Effective Date. After the Effective Date, the Reorganized Debtors shall not terminate or reduce coverage under any D&O policies with respect to conduct or events occurring prior to the Effective Date, and all members, managers, directors, and officers who served prior to the Effective Date shall be entitled to the full benefits of such policies for their full term.

Settlement of Claims

• Upon the Effective Date, the provisions of the Plan and the Confirmation Order constitute a good-faith compromise and settlement of all claims, interests, and controversies relating to the contractual, legal, and subordination rights of holders. The Bankruptcy Court found such compromise and settlement to be in the best interests of the Debtors, their estates, and holders of claims or interests, and to be fair, equitable, and within the range of reasonableness.

Additional Provisions

• Employment and Retiree Benefits: The Reorganized Debtors shall assume all employment agreements and honor all compensation, benefits, and retirement plans in place immediately prior to the Effective Date. No provision relating to equity or equity-like compensation shall be binding on the Reorganized Debtors. Retiree benefits, to the extent any exist, shall continue to be paid in accordance with applicable law.
• Vesting of Assets: On the Effective Date, all property in each estate, all causes of action, and any property acquired by the Debtors pursuant to the Plan shall vest in each respective Reorganized Debtor, free and clear of all liens, claims, charges, and encumbrances.
• Cancellation of Existing Securities: On the Effective Date, all existing certificates, securities, notes, bonds, credit agreements, and other instruments evidencing prepetition indebtedness or ownership interests (except those reinstated) shall be cancelled and discharged.
• Preservation of Causes of Action: Each Reorganized Debtor shall retain and may enforce all causes of action of the Debtors, other than those released under Article VIII of the Plan. The Reorganized Debtors shall have the exclusive right to initiate, prosecute, settle, or litigate such causes of action.
• Section 1146 Exemption: Property transfers pursuant to the Plan shall not be subject to any stamp tax, recording tax, transfer tax, sales or use tax, or similar governmental assessment.
• Exemption from Registration: The offering, issuance, and distribution of Plan Securities shall be exempt from registration under the Securities Act in reliance on section 1145(a) of the Bankruptcy Code, or, if unavailable, pursuant to section 4(a)(2), Regulation D, and/or Regulation S.
• Special Provisions: Nothing in the Confirmation Order, the Plan, or the Plan Supplement shall affect any rights or obligations of any party in the pending action styled Cumulus Media New Holdings Inc. v. The Nielsen Company (US) LLC, No. 1:25-cv-08581 (S.D.N.Y.). The Debtors shall not seek to reject the NFL Agreement (the Amended and Restated Audio Rights Agreement, effective April 1, 2025, between Westwood One, LLC and the National Football League) and are authorized to continue making payments thereunder in the ordinary course. Solely with respect to SoundExchange, Inc., the Plan Documents do not affect SoundExchange's or the Debtors' rights, defenses, or obligations under the statutory licenses and regulations set forth in 17 U.S.C. §§ 112(e) and 114(d)(2) and 37 C.F.R. Part 380 (the "Statutory Licenses and Regulations"); all undisputed amounts owing thereunder shall be paid in the ordinary course; SoundExchange's audit claims for calendar years 2017 through the Effective Date are expressly preserved and not discharged or impaired, and SoundExchange may continue and complete its pending audits covering 2017-2019 and 2020-2022 without any Pre-Approval or "Colorable Claim" requirement; and all applicable statutory limitation and lookback periods are tolled during the pendency of the Chapter 11 Cases.
• Tax Provisions: Postpetition interest on the Tennessee Department of Revenue's Allowed Priority Tax Claims shall be paid in full. Allowed Priority Tax Claims owed to the Texas Comptroller shall be paid consistent with section 1129(a)(9)(C) of the Bankruptcy Code, with payments not extending past 60 months from the Petition Date. Allowed secured tax claims of the Texas Taxing Authorities for 2026 ad valorem property taxes shall be paid in full on the later of the Effective Date or when due in the ordinary course.