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Acme Intermediate Holdings LLC – ‘S-4’ on 11/14/97 – EX-10.27

As of:  Friday, 11/14/97   ·   Accession #:  1024739-97-727   ·   File #:  333-40277

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/14/97  Acme Intermediate Holdings LLC    S-4                   59:2.7M                                   Global Fin’l … Inc/DC/FA

Registration of Securities Issued in a Business-Combination Transaction   —   Form S-4
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-4         Registration of Securities Issued in a               180   1.08M 
                          Business-Combination Transaction                       
 2: EX-3.1      Certificate of Formation                               1     15K 
 3: EX-3.2      Limited Liability Company Agreemen                    35    137K 
 4: EX-3.3      Articles of Incorporation                              2     18K 
 5: EX-3.4      Acme Intermediate Finance, Inc. By-Laws               14     56K 
 6: EX-4.1      Indenture                                            148    473K 
 7: EX-4.2      Indenture                                            135    432K 
 9: EX-5.1-INT  Exhibit 5.1-Int - Opinion Re: Legality                 3     23K 
 8: EX-5.1-INT  Intermediate Opinion                                   3     24K 
10: EX-10.1     Stock Purchase Agreement                              46    204K 
19: EX-10.10    Management Agreement                                  14     53K 
20: EX-10.11    Exhibit 10.11 - Amendment (Channel 32)                 2     20K 
21: EX-10.12    Exhibit 10.12 - Noncompetition Agreement for Kwbp      5     28K 
22: EX-10.13    Exhibit 10.13 - Management Agreement for Station      16     50K 
23: EX-10.14    Management Agreement                                  14     47K 
24: EX-10.15    Exhibit 10.15-Wint Escrow                              9     43K 
25: EX-10.18    Exhibit 10.18 - Affiliation Agreement for Kwbp        21     67K 
26: EX-10.19    Exhibit 10.19 - Commitment Letter From Wb              1     18K 
11: EX-10.2     Exhibit 10.2 - Escrow Agreement for Kplr              14     61K 
27: EX-10.20    Exhibit 10.20 - Employment Agreement With Gealy        6     33K 
28: EX-10.21    Exhibit 10.21 - Employment Agreement With Allen        6     32K 
29: EX-10.22    Exhibit 10.22 - Consulting Agreement With Kellner      6     30K 
30: EX-10.23    Exhibit 10.23 - Commercial Building Lease for Kwbp    15     68K 
31: EX-10.24    Exhibit 10.24 - Lease Agreement for Kwbp Tower        16     65K 
32: EX-10.25    Exhibit 10.25 - Lease Agreement for Wbxx              22     74K 
33: EX-10.26    Exhibit 10.26 - Tower Lease for Wbxx                  13     38K 
34: EX-10.27    Exhibit 10.27 - First Modification to Agreement        4     24K 
12: EX-10.3     Exhibit 10.3 - Time Brokerage Agreement               19     69K 
35: EX-10.30    Exhibit 10.30 - Studio Lease for Kplr                  4     27K 
36: EX-10.31    Exhibit 10.31 - Tower Lease for Kplr                  26     51K 
37: EX-10.32    Exhibit 10.32 - Amendment to Tower Leases for Kplr     3     22K 
38: EX-10.33    Exhibit 10.33 - Koplar/Roberts - Agreement            15     69K 
39: EX-10.35-INT  Exhibit 10.35 - Registration Rights Agreement       34    119K 
40: EX-10.36-INT  Exhibit 10.36 - Membership Unitholders Agreement    31    108K 
41: EX-10.37    Purchase Agreement for Intermediate                   41    152K 
42: EX-10.38-INT  Exhibit 10.38 - Securities Pledge Agreement         21     73K 
13: EX-10.4     Membership Contribution Agreement                     28    102K 
14: EX-10.5     Exhibit 10.5 - Asset Purchase Agreement               25     87K 
15: EX-10.6     Exhibit 10.6 - Purchase Agreement for Wbxx            63    133K 
16: EX-10.7     Exhibit 10.7-Asset Purchase Agreement for Kwbp        38    163K 
17: EX-10.8     Exhibit 10.8 - Amendment                               3     20K 
18: EX-10.9     Exhibit 10.9 - Amendment (Acme)                        3     18K 
43: EX-21.1-INT  Exhibit 21.1 - Subsidiaries                           1     15K 
44: EX-23.2     Consent of Experts and Counsel                         1     15K 
45: EX-23.3     Consents of Experts                                    1     15K 
46: EX-23.4     Consent of Experts and Counsel                         1     15K 
47: EX-24.1-INT  Power of Attorney - Allen                             1     16K 
48: EX-24.2-INT  Power of Attorney - Gealy                             1     16K 
49: EX-24.3-INT  Power of Attorney - Kellner                           1     16K 
50: EX-25.1-INT  Exhibit 25.1-Int - Statement of Eligibility          30    106K 
51: EX-27.1     Financial Data Schedule                                1     19K 
52: EX-99.1-INT  Exhibit 99.1-Int - Letter of Transmittal             20     68K 
53: EX-99.2-INT  Exhibit 99.2-Int - Notice of Guaranteed Delivery      5     26K 
54: EX-99.3-INT  Exhibit 99.3-Int - Letter to Brokers                  2     19K 
55: EX-99.4-INT  Exhibit 99.4-Int - Letter to Clients                  2     18K 
56: EX-99.5-INT  Exhibit 99.5-Int - Instruction to Holder              2     19K 
57: EX-99.6-INT  Exhibit 99.6-Int - Guidelines for Certification       7     27K 
58: EX-99.7     Consent as Member-Koplar                               1     16K 
59: EX-99.8     Consent as Member-Roberts                              1     16K 


EX-10.27   —   Exhibit 10.27 – First Modification to Agreement
Exhibit Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Lessor
"Lessee
EX-10.271st Page of 4TOCTopPreviousNextBottomJust 1st
 

FIRST MODIFICATION TO AGREEMENT OF LEASE (With Owner Consent) THIS AGREEMENT is made and entered into by and between DON R. COLLINS, d/b/a/ TENNESSEE VALLEY COMMUNICATIONS ("Lessor") and CROSSVILLE TV LIMITED PARTNERSHIP ("Lessee"). WITNESSETH: THAT, WHEREAS, the parties hereto are parties to that certain Agreement of Lease dated March 20, 1997, and to which Agreement of Lease specific reference is hereby made; AND, WHEREAS, the parties now desire to amend the Agreement of Lease as hereinafter set forth, otherwise to remain in full force and effect as originally executed. NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00), and other good valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the parties hereto do hereby agree that the Agreement of Lease shall by amended, so as to ad the following language to paragraph 10 thereof: "Notwithstanding any other provision of this Agreement of Lease which may be to the contrary, the parties agree that Lessee shall have the full responsibility for any and all damage or loss of any nature on or to the property Lessor (or others in possession through Lessor) caused by any of Lessee's equipment, including but not limited to damage or loss from the falling of the tower, within a radius of 790 feet from the base of the tower." IN WITNESS WHEREOF, the parties have executed this First Modification to Agreement of Lease on this the 23rd day of May, 1997.
EX-10.272nd Page of 4TOC1stPreviousNextBottomJust 2nd
LESSOR: /s/Don D. Collins _______________________________ ____________________________________ WITNESS DON D. COLLINS, d/b/a TENNESSEE VALLEY COMMUNICATIONS LESSEE: CROSSVILLE TV LIMITED PARTNERSHIP By C.W. TV, Inc., General Partner /s/Witness By /s/Cynthia P. Willis _______________________________ ____________________________________ WITNESS CYNTHIA P. WILLIS, PRESIDENT /s/Witness ________________________________ WITNESS STATE OF TENNESSEE Section Section COUNTY OF Anderson Section Personally appeared before me, Lisa L. Russell, a duly commissioned Notary Public in and for the State and County aforesaid, DON D. COLLINS d/b/a Tennessee Valley Communications with whom I am personally acquainted, and who acknowledged that he executed the within instrument for the purposes therein contained. Witness my hand at office this the 23rd day of May, 1997. /s/ Lisa L. Russell ________________________________________ Notary Public My Commission Expires: 2-25-98
EX-10.273rd Page of 4TOC1stPreviousNextBottomJust 3rd
CONSENT THE UNDERSIGNED OWNER, having consented to the Agreement of Lease between DON D. COLLINS, d/b/a Tennessee Valley Communications, and CROSSVILLE TV LIMITED PARTNERSHIP, dated March 20, 1997, and which Consent Agreement is likewise dated March 20, 1997, does hereby agree and consent to the terms of the First Modification to the Agreement of Lease, to which this Consent is attached. DATED this 11th day of June, 1997. THE COAL CREEK MINING & MANUFACTURING COMPANY By: /s/ Chuck Whieke __________________________ Title: General Manager STATE OF TENNESSEE Section Section COUNTY OF Anderson Section Personally appeared before me, Lisa L. Russell, a duly commissioned Notary Public in and for the State and County aforesaid, Chuck Whieke, with whom I am personally acquainted, and who acknowledged that __he executed the within instrument for the purposes therein contained, and who further acknowledged that __he is the General Manager for the Maker, THE COAL CREEK MINING & MANUFACTURING COMPANY, or a constituent of the Maker, and is authorized by the Maker or by its constituent, the constituent being authorized by the Maker, to execute the foregoing instrument on behalf of the Maker. Witness my hand at office this the 11th day of June, 1997. /s/ Lisa L. Russell ______________________________ Notary Public My Commission Expires: 2-25-98
EX-10.27Last Page of 4TOC1stPreviousNextBottomJust 4th
STATE OF FLORIDA Section Section COUNTY OF Leon Section Personally appeared before me, Kimberly S. Rogers, a duly commissioned Notary Public in and for the State and County aforesaid, CYNTHIA P. WILLIS, with whom I am personally acquainted, and who acknowledged that she executed the within instrument for the purposes therein contained, and who further acknowledged that she is the PRESIDENT of C.W. TV, INC., the general partner of the Maker, CROSSVILLE TV LIMITED PARTNERSHIP, or a constituent of the Maker, and is authorized by the Maker or by its constituent, the constituent being authorized by the Maker, to execute the foregoing instrument on behalf of the Maker. Witness my hand at office this the 29th day of July, 1997. /s/ Kimberly S. Rogers __________________________________ Notary Public My Commission Expires: Kimberly S. Rogers My Commission # CC460029 Expires July 13, 1999 Bonded Thru Troy Fain Insurance, Inc.

Dates Referenced Herein

Referenced-On Page
This ‘S-4’ Filing    Date First  Last      Other Filings
7/13/994None on these Dates
11/19/97
Filed on:11/14/97
3/20/9713
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Filing Submission 0001024739-97-000727   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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