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Exhibit 10.20
JOINDER AGREEMENT
JOINDER AGREEMENT dated as of May 13, 2005 by Lamar Central
Outdoor,
LLC, a Delaware limited liability company (the "Additional
Subsidiary
Guarantor"), in favor of JPMorgan Chase Bank, N.A., as
administrative agent for
the Lenders party to the Credit Agreement referred to below (in
such capacity,
together with its successors in such capacity, the
"Administrative Agent").
Lamar Media Corp., a Delaware corporation (the "Borrower"),
and
certain of its subsidiaries (collectively, the "Existing
Subsidiary Guarantors"
and, together with the Borrower, the "Securing Parties") are
parties to a Credit
Agreement dated as of March 7, 2003 (as modified and
supplemented and in effect
from time to time, the "Credit Agreement"), providing, subject
to the terms and
conditions thereof, for extensions of credit (by means of loans
and letters of
credit) to be made by the Lenders named therein (collectively,
together with any
entity that becomes a "Lender" party to the Credit Agreement
after the date
hereof as provided therein, the "Lenders" and, together with
Administrative
Agent and any successors or assigns of any of the foregoing, the
"Secured
Parties") to the Borrower in an aggregate principal or face
amount not exceeding
$1,200,000,000 (which, in the circumstances contemplated by
Section 2.01(d)
thereof, may be increased to $1,700,000,000). In addition, the
Borrower may from
time to time be obligated to one or more of the Lenders under
the Credit
Agreement in respect of Swap Agreements under and as defined in
the Credit
Agreement (collectively, the "Swap Agreements").
In connection with the Credit Agreement, the Borrower, the
Existing
Subsidiary Guarantors and the Administrative Agent are parties
to a Pledge
Agreement dated as of March 7, 2003 (the "Pledge Agreement")
pursuant to which
the Securing Parties have, inter alia, granted a security
interest in the
Collateral (as defined in the Pledge Agreement) as collateral
security for the
Secured Obligations (as so defined). Terms defined in the Pledge
Agreement are
used herein as defined therein.
To induce the Secured Parties to enter into the Credit
Agreement,
and to extend credit thereunder and to extend credit to the
Borrower under
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