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
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.
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
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
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 |
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This ‘S-4’ Filing | | Date | | First | | Last | | | Other Filings |
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| | |
| | 7/13/99 | | 4 | | | | | None on these Dates |
| | 11/19/97 |
Filed on: | | 11/14/97 |
| | 3/20/97 | | 1 | | 3 |
| List all Filings |
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