Initial Public Offering (IPO): Pre-Effective Amendment to Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1/A Amendment # 1 to Form S-1 233 1.44M
2: EX-1.1 Purchase Agreement Dated October 22, 1997 42 183K
3: EX-2.1 Share Transfer Agreement Dated April 15, 1996 12 51K
4: EX-2.2 Agreement for the Purchase of Film Assets 9 45K
5: EX-2.3 Agreement and Plan of Merger 40 198K
6: EX-2.4 Stock Purchase Agreement Dated as of June 11, 1997 20 90K
7: EX-2.5 Stock Purchase Agreement Dated as of June 11, 1997 17 80K
8: EX-2.6 Stock Purchase Agreement 17 80K
9: EX-2.7 Amended and Restated Agreement 16 68K
10: EX-3.1 Corrected and Restated Certificate 21 104K
11: EX-3.2 Amended and Restated Bylaws 22 95K
12: EX-4.1 Senior Notes Indenture 167 574K
13: EX-4.2 Senior Discount Notes Indenture 169 585K
14: EX-4.3 Senior Notes Registration Rights Agreement 37 135K
15: EX-4.4 Senior Discount Notes Registration Rights 38 142K
Agreement
16: EX-4.5 Senior Notes Liquidated Damages Agreement 5 28K
17: EX-4.6 Senior Discount Notes Liquidated Damages Agreement 5 28K
18: EX-10.1 Amended & Restated Strategic Stockholders 38 149K
Agreement
25: EX-10.12 Operating Agreement 34 146K
26: EX-10.14 Amendment No. 2 to Operating Agreement 10 45K
27: EX-10.17 Stock Ownership Agreement 11 46K
28: EX-10.18 Amendment No. 1 to Stock Ownership Agreement 5 26K
19: EX-10.2 Employment Assumption Agreement 2 22K
29: EX-10.20 Form of Fox Broadcasting Co. Station Affiliate 11 55K
Agreement
30: EX-10.21 Merchandising Rights Acquisition Agreement 12 55K
31: EX-10.22 Indemnification Agreement 6 30K
32: EX-10.23 Distribution Rights Acquisition Agreement 27 95K
33: EX-10.24 Administration Agreement 2 19K
34: EX-10.25 Registration Agreement 20 74K
35: EX-10.26 Amendment No. 1 to Registration Agreement 4 25K
36: EX-10.27 Contribution and Exchange Agreement 30 144K
37: EX-10.28 Guarantee Dated as of December 22, 1995 9 35K
38: EX-10.29 First Amendment to Lease 6 33K
20: EX-10.3 Employment Assumption Agreement 2 22K
39: EX-10.30 Guaranty of Lease 7 40K
40: EX-10.33 Funding Agreement 10 48K
41: EX-10.34 Guaranty Dated as of June 11, 1997 5 34K
42: EX-10.35 Distribution Agreement Dated August 21, 1992 20 68K
43: EX-10.36 Memorandum of Agreement 10 40K
44: EX-10.38 10960 Wilshire Boulevard Office Lease 93 410K
45: EX-10.39 Production Facility Agreement 14 57K
46: EX-10.40 Letter Agreement Dated as of January 1, 1995 3 26K
47: EX-10.41 Barter Syndication Agreement 2 19K
48: EX-10.42 Letter Agreement Dated as of September 26, 1996 22 84K
49: EX-10.43 First Amendment to the Contribution and Exchange 2 18K
Agreement
50: EX-10.44 Agreement Re Registration Rights 5 23K
51: EX-10.46 Agreement Re Transfer of LLC Interests 3 23K
52: EX-10.48 Subordinated Promissory Note 36 146K
21: EX-10.5 Form of Indemnification Agreement 10 54K
53: EX-10.54 Registration Rights Agreement 18 90K
22: EX-10.6 Employment Agreement 6 38K
23: EX-10.8 Employment Agreement 31 101K
24: EX-10.9 Employment Agreement 25 89K
54: EX-12.1 Ratio of Earnings to Fixed Charges 1 19K
55: EX-21.1 Subsidiaries of the Registrant 3 21K
56: EX-23.2 Consent of Independent Auditors 1 17K
57: EX-23.3 Consent of Independent Auditors 1 15K
58: EX-24.2 Power of Attorney 1 18K
59: EX-25.1 Statement of Eligibility - Bank of New York 10 46K
60: EX-27.1 Article 5 FDS 2 19K
EX-10.24 — Administration Agreement
EX-10.24 | 1st Page of 2 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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EXHIBIT 10.24
ADMINISTRATION AGREEMENT
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Agreement made as of February 7, 1990, between Fox Broadcasting Company ("FBC")
and Fox Children's Network, Inc., ("FCN"), relating to administrative services
to be provided to FCN by FBC.
FBC and FCN hereby agree as follows:
1. In consideration of the fee paid to FBC pursuant to Paragraph 2 below, FBC
shall provide the following services to FCN: network national advertising sales
and the administration thereof, commercial trafficking and broadcast operations
(including program delivery to FCN affiliates) and overhead charges (i.e.,
indirect expenses) related to FBC in-house administrative support in the areas
of research, promotion, business affairs, legal affairs and accounting.
2. FCN shall pay to FBC a fee equal to 15% of 100% of the net advertising
revenue (i.e., the gross advertising revenue, reduced by advertising agency
commissions, but without any other deductions of any kind) derived in connection
with national commercials, commercial material or other advertising matter
included in or used in connection with any of the programs exhibited over FCN.
Payment of the fee due to FBC hereunder with respect to each fiscal quarter
shall be paid to FBC not later than 30 days following the end of that quarter.
FBC shall have the right to deduct its fee from the advertising revenue received
by FBC on behalf of FCN.
3. Except to the extent expressly included within the services to be provided
by FBC under Paragraph 1 above: (1) all expenses, costs, fees and other outlays
advanced, paid or incurred by FBC by reason of, in connection with, or relative
to FBC's rendition of services for FCN shall be promptly reimbursed to FBC by
FCN, and (2) without limitation to the foregoing, FCN shall promptly pay FBC, at
such reasonable rate as is charged by FBC, for all facilities, equipment,
personnel or services provided by FBC to FCN.
4. This Agreement may be terminated by either party hereto on 30 days prior
written notice to the other party.
FOX BROADCASTING COMPANY FOX CHILDREN'S NETWORK, INC.
By /s/ Signed by Authorized Individual
Illegible Signature By /s/ Margaret Loesch
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Its Sr. V.P. - Administration & Its President
-------------------------------- ----------------------
Finance
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AMENDMENT TO ADMINISTRATION AGREEMENT
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As of February 7, 1990, Fox Broadcasting Company ("FBC") and Fox Children's
Network, Inc. ("FCN") hereby agree as follows with respect to the Agreement
between FBC and FCN, dated February 7, 1990, relating to the administrative
services to be provided to FCN by FBC (the "Agreement"):
From the commencement of term of the Agreement through the commencement of FCN's
fiscal year in which FCN's annual operating cash flow, excluding all payments
for management fees and interest expenses, reaches break-even (as shall be
determined by FBC), FBC shall waive 72% of the 15% fee otherwise due to it under
Paragraph 2 of the Agreement. From said commencement of said fiscal year, FBC
shall be entitled to 100% of its 15% fee.
FOX BROADCASTING COMPANY FOX CHILDREN'S NETWORK, INC.
By /s/ Signed by Authorized Individual
Illegible Signature By /s/ Margaret Loesch
----------------------------------- -------------------
Its Sr. V.P. - Administration & Its President
--- --------------------------- -------------------
Finance
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