LICENSE CORP. NO. 2 MI CASA PUBLICATIONS, INC. PTI HOLDINGS, INC. SERVICIO DE INFORMACION PROGRAMATIVA, INC. SPANISH COAST-TO-COAST LTD. SUNSHINE ACQUISITION CORP. T C TELEVISION, INC. TELEFUTURA NETWORK TELEFUTURA OF SAN FRANCISCO, INC. TELEFUTURA ORLANDO INC. TELEFUTURA TELEVISION GROUP, INC. XXXXXXXX LICENSE CORPORATION TMS LICENSE CALIFORNIA, INC. UNIVISION HOME ENTERTAINMENT, INC. UNIVISION INTERACTIVE MEDIA, INC. UNIVISION INVESTMENTS, INC. UNIVISION MANAGEMENT CO. UNIVISION OF ATLANTA INC. UNIVISION OF NEW JERSEY INC. UNIVISION OF PUERTO RICO INC. UNIVISION OF RALEIGH, INC UNIVISION PUERTO RICO STATION ACQUISITION COMPANY UNIVISION PUERTO RICO STATION OPERATING COMPANY UNIVISION PUERTO RICO STATION PRODUCTION COMPANY UNIVISION RADIO CORPORATE SALES, INC. UNIVISION RADIO FRESNO, INC. UNIVISION RADIO GP, INC. UNIVISION RADIO HOUSTON LICENSE CORPORATION UNIVISION RADIO ILLINOIS, INC. UNIVISION RADIO, INC. UNIVISION RADIO INVESTMENTS, INC. UNIVISION RADIO LAS VEGAS, INC. UNIVISION RADIO LICENSE CORPORATION UNIVISION RADIO LOS ANGELES, INC. UNIVISION RADIO MANAGEMENT COMPANY, INC. UNIVISION RADIO NEW MEXICO, INC. UNIVISION RADIO NEW YORK, INC. UNIVISION RADIO PHOENIX, INC. UNIVISION RADIO SACRAMENTO, INC. UNIVISION RADIO SAN DIEGO, INC. UNIVISION RADIO SAN FRANCISCO, INC. UNIVISION RADIO TOWER COMPANY, INC. UNIVISION SERVICES, INC. UNIVISION TELEVISION GROUP, INC. UNIVISION-EV HOLDINGS, LLC WADO RADIO, INC. WADO-AM LICENSE CORP. WLXX-AM LICENSE CORP. WPAT-AM LICENSE CORP. WQBA-AM LICENSE CORP. WQBA-FM LICENSE CORP. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer HBCi, LLC UNIVISION RADIO FLORlDA, LLC By: Univision Radio Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA SAN FRANCISCO LLC By: Telefutura of San Francisco Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Telefutura Southwest LLC their general partner By: Telefutura Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer By: Telefutura Television Group, Inc., their general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA ALBUQUERQUE LLC TELEFUTURA BAKERSFIELD LLC TELEFUTURA BOSTON LLC TELEFUTURA CHICAGO LLC TELEFUTURA D.C. LLC TELEFUTURA DALLAS LLC TELEFUTURA FRESNO LLC TELEFUTURA HOUSTON LLC TELEFUTURA LOS ANGELES LLC TELEFUTURA MIAMI LLC TELEFUTURA SACRAMENTO LLC TELEFUTURA SOUTHWEST LLC TELEFUTURA TAMPA LLC By: Telefutura Television Group, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION ATLANTA LLC By: Univision of Atlanta, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC By: Univision of New Jersey, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto Rico, Inc., its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer WUVC LICENSE PARTNERSHIP G.P. By: Univision of Raleigh, Inc. its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer By: Univision Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION RADIO BROADCASTING PUERTO RICO, L.P. UNIVISION RADIO BROADCASTING TEXAS, L.P. By: Univision Radio GP, Inc., their general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer KAKW LICENSE PARTNERSHIP, L.P. KDTV LICENSE PARTNERSHIP, G.P. KFTV LICENSE PARTNERSHIP, G.P. KMEX LICENSE PARTNERSHIP, G.P. KTVW LICENSE PARTNERSHIP, X.X. XXXX LICENSE PARTNERSHIP, G.P. KUVN LICENSE PARTNERSHIP, L.P. KUVS LICENSE PARTNERSHIP, G.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. WGBO LICENSE PARTNERSHIP, G.P. WLTV LICENSE PARTNERSHIP, G.P. WXTV LICENSE PARTNERSHIP, G.P. By: Univision Television Group, Inc., their general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION CLEVELAND LLC By: Univision Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer STATION WORKS, LLC By: Telefutura Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer HPN NUMBERS, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION TEXAS STATIONS LLC By: /s/ Xxx Xxxxxxxxx Name: Xxx Xxxxxxxxx Title: Manager DEUTSCHE BANK AG NEW YORK BRANCH, as Collateral Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Managing Director By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Vice President ATTACHMENT A GRANTORS
Appears in 1 contract
Samples: First Lien Trademark Security Agreement (Univision Holdings, Inc.)
LICENSE CORP. NO. 2 MI CASA PUBLICATIONS, INC. PTI HOLDINGS, INC. SERVICIO DE INFORMACION PROGRAMATIVA, INC. SPANISH COAST-TO-COAST LTD. SUNSHINE ACQUISITION CORP. T C TELEVISION, INC. TELEFUTURA NETWORK TELEFUTURA OF SAN FRANCISCO, INC. TELEFUTURA ORLANDO INC. TELEFUTURA TELEVISION GROUP, INC. XXXXXXXX TICHENOR LICENSE CORPORATION TMS LICENSE CALIFORNIA, INC. UNIVISION HOME ENTERTAINMENT, INC. UNIVISION INTERACTIVE MEDIA, INC. UNIVISION INVESTMENTS, INC. UNIVISION MANAGEMENT CO. UNIVISION MUSIC, INC. UNIVISION OF ATLANTA INC. UNIVISION OF NEW JERSEY INC. UNIVISION OF PUERTO RICO RALEIGH, INC. UNIVISION OF RALEIGHONLINE, INC INC. [SIGNATURE PAGE TO INTERCOMPANY SUBORDINATION AGREEMENT] UNIVISION PUERTO RICO STATION ACQUISITION COMPANY UNIVISION PUERTO RICO STATION OPERATING COMPANY UNIVISION PUERTO RICO STATION PRODUCTION COMPANY UNIVISION RADIO CORPORATE SALES, INC. UNIVISION RADIO FRESNO, INC. UNIVISION RADIO GP, INC. UNIVISION RADIO HOUSTON LICENSE CORPORATION UNIVISION RADIO ILLINOIS, INC. UNIVISION RADIO, INC. UNIVISION RADIO INVESTMENTS, INC. UNIVISION RADIO LAS VEGAS, INC. UNIVISION RADIO LICENSE CORPORATION UNIVISION RADIO LOS ANGELES, INC. UNIVISION RADIO MANAGEMENT COMPANY, INC. UNIVISION RADIO NEW MEXICO, INC. UNIVISION RADIO NEW YORK, INC. UNIVISION RADIO PHOENIX, INC. UNIVISION RADIO SACRAMENTO, INC. UNIVISION RADIO SAN DIEGO, INC. UNIVISION RADIO SAN FRANCISCO, INC. UNIVISION RADIO TOWER COMPANY, INC. UNIVISION SERVICES, INC. UNIVISION TELEVISION GROUP, INC. UNIVISION-EV HOLDINGS, LLC WADO RADIO, INC. WADO-AM LICENSE CORP. WLXX-AM LICENSE CORP. WPAT-AM LICENSE CORP. WQBA-AM LICENSE CORP. WQBA-FM LICENSE CORP. WURZBURG, INC. By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer Executive Vice President UNIVISION RADIO, INC. By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Vice President [SIGNATURE PAGE TO INTERCOMPANY SUBORDINATION AGREEMENT] HBCi, LLC UNIVISION RADIO FLORlDAFLORIDA, LLC By: Univision Radio Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA SAN FRANCISCO LLC By: Telefutura of San Francisco Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Telefutura Southwest LLC their general partner By: Telefutura Television GroupRadio, Inc., its sole member By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer Vice President TELEFUTURA SAN FRANCISCO LLC By: Telefutura Television GroupSan Francisco, Inc., their general partner its sole member By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer Executive Vice President UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC By: Univision of New Jersey Inc., its sole member By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President DISA LLC By: Univision Music, Inc., its member By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President By: DISA Holdco LLC, its member By: Univision Communications Inc., its member By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Senior Executive Vice President DISA LATIN PUBLISHING, LLC By: /s/ Dave Palacio Name: Dave Palacio Title: Manager STATION WORKS, LLC TELEFUTURA ALBUQUERQUE LLC TELEFUTURA BAKERSFIELD LLC TELEFUTURA BOSTON LLC TELEFUTURA CHICAGO LLC TELEFUTURA D.C. LLC TELEFUTURA DALLAS LLC TELEFUTURA FRESNO LLC TELEFUTURA HOUSTON LLC TELEFUTURA LOS ANGELES LLC TELEFUTURA MIAMI LLC TELEFUTURA SACRAMENTO LLC TELEFUTURA SOUTHWEST LLC TELEFUTURA TAMPA LLC By: Telefutura Television Group, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION ATLANTA LLC By: Univision of Atlanta, Inc., its sole member By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC Executive Vice President TELEFUTURA PARTNERSHIP OF DOUGLAS TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Univision of New Jersey, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto RicoTelefutura Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer Executive Vice President By: Telefutura Southwest LLC, its general partner By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President UNIVISION MUSIC LLC By: Univision Music, Inc., its managing member By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President UNIVISION ATLANTA LLC By: Univision of Atlanta Inc., its sole member By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President WUVC LICENSE PARTNERSHIP G.P. By: Univision of Raleigh, Inc. Inc., its general partner By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer Executive Vice President By: Univision Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer UNIVISION RADIO BROADCASTING PUERTO RICOExecutive Vice President KAKW LICENSE PARTNERSHIP, L.P. UNIVISION RADIO BROADCASTING TEXASKUVN LICENSE PARTNERSHIP, L.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. By: Univision Radio GPTelevision Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer KAKW LICENSE PARTNERSHIP, L.P. Executive Vice President KDTV LICENSE PARTNERSHIP, G.P. KFTV LICENSE PARTNERSHIP, G.P. KMEX LICENSE PARTNERSHIP, G.P. KTVW LICENSE PARTNERSHIP, X.X. XXXX G.P. KUVI LICENSE PARTNERSHIP, G.P. KUVN LICENSE PARTNERSHIP, L.P. KUVS LICENSE PARTNERSHIP, G.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. WGBO LICENSE PARTNERSHIP, G.P. WLTV LICENSE PARTNERSHIP, G.P. WXTV LICENSE PARTNERSHIP, G.P. By: Univision Television Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer Executive Vice President By: PTI Holdings, Inc., its general partner By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto Rico Inc., its general partner By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President UNIVISION RADIO BROADCASTING PUERTO RICO, L.P. UNIVISION RADIO BROADCASTING TEXAS, L.P. By: Univision Radio GP, Inc., its general partner By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President UNIVISION CLEVELAND LLC By: Univision Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Andrew W. Hobson Name: Xxxxx Xxxx Andrew W. Hobson Title: Authorized Officer STATION WORKS, LLC By: Telefutura Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer HPN NUMBERS, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer Executive Vice President UNIVISION TEXAS STATIONS LLC By: /s/ Xxx Xxxxxxxxx Ray Rodriguez Name: Xxx Xxxxxxxxx Ray Rodriguez Title: Manager UNIVISION NETWORK PUERTO RICO PRODUCTION LLC By: The Univision Network Limited Partnership, its sole member By: Univision Communications Inc., its general partner By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Senior Executive Vice President UNIVISION-EV HOLDINGS, LLC By: /s/ Andrew W. Hobson Name: Andrew W. Hobson Title: Executive Vice President DEUTSCHE BANK AG NEW YORK BRANCH, as First-Lien Collateral Agent and Second-Lien Collateral Agent By: /s/ Xxxxx Xxxxxx David Maynow Name: Xxxxx Xxxxxx David Maynow Title: Managing Director By: /s/ Xxxxx Xxxx Stephen Cayer Name: Xxxxx Xxxx Stephen Cayer Title: Vice President ATTACHMENT A GRANTORSDirector EXHIBIT B REAFFIRMATION AGREEMENT October 26, 2010 Reference is made to (i) the Credit Agreement, dated as of March 29, 2007 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from to but not including the date hereof, the “Original Credit Agreement”), among UNIVISION COMMUNICATIONS INC., a Delaware corporation (the “US Borrower”) and UNIVISION OF PUERTO RICO INC., a Delaware corporation (the “Subsidiary Borrower” and, together with the US Borrower, the “Borrowers”), the lenders from time to time party thereto (the “Lenders”) and DEUTSCHE BANK AG NEW YORK BRANCH, as administrative agent and collateral agent (in such respective capacity, the “Administrative Agent”) and (ii) the Amendment and Restatement Agreement, dated as of the date hereof (the “Restatement Agreement”), among the Borrowers, the Administrative Agent, the other Agents and certain Lenders party to the Original Credit Agreement. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Restated Credit Agreement (as defined below). This reaffirmation is delivered in connection with Section 6(a)(v) of the Restatement Agreement. On the date hereof, the Company entered into the Restatement Agreement, whereby the Borrowers amended and restated the Original Credit Agreement (as the same may be further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Restated Credit Agreement”). Each of the undersigned, as Guarantors in respect of the Original Credit Agreement, hereby consent to the terms of the foregoing Restatement Agreement and agree that the terms of each of the Restatement Agreement and the Restated Credit Agreement shall not affect in any way its obligations and liabilities under any Loan Document (as such Loan Documents are amended or otherwise expressly modified by the Restatement Agreement), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Restatement Agreement) and remain in full force and effect. Each of the Guarantors hereby confirms that the security interests and Liens granted pursuant to the Loan Documents continue to secure the Obligations (including, without limitation, the Extended First-Lien Term Loans, the Extended Revolving Loans and the Extended Revolving Credit Commitments) and that such security interests and Liens remain in full force and effect. (The remainder of the page has been intentionally left blank)
Appears in 1 contract
LICENSE CORP. NO. 2 MI CASA PUBLICATIONS, INC. PTI HOLDINGS, INC. SERVICIO DE INFORMACION PROGRAMATIVA, INC. SPANISH COAST-TO-COAST LTD. SUNSHINE ACQUISITION CORP. T C TELEVISION, INC. TELEFUTURA NETWORK TELEFUTURA OF SAN FRANCISCO, INC. TELEFUTURA ORLANDO INC. TELEFUTURA TELEVISION GROUP, INC. XXXXXXXX LICENSE CORPORATION TMS LICENSE CALIFORNIA, INC. UNIVISION HOME ENTERTAINMENT, INC. UNIVISION INTERACTIVE MEDIA, INC. UNIVISION INVESTMENTS, INC. UNIVISION MANAGEMENT CO. UNIVISION MUSIC, INC. UNIVISION OF ATLANTA INC. UNIVISION OF NEW JERSEY INC. UNIVISION OF PUERTO RICO RALEIGH, INC. UNIVISION OF RALEIGHONLINE, INC INC. [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION PUERTO RICO STATION ACQUISITION COMPANY UNIVISION PUERTO RICO STATION OPERATING COMPANY UNIVISION PUERTO RICO STATION PRODUCTION COMPANY UNIVISION RADIO CORPORATE SALES, INC. UNIVISION RADIO FRESNO, INC. UNIVISION RADIO GP, INC. UNIVISION RADIO HOUSTON LICENSE CORPORATION UNIVISION RADIO ILLINOIS, INC. UNIVISION RADIO, INC. UNIVISION RADIO INVESTMENTS, INC. UNIVISION RADIO LAS VEGAS, INC. UNIVISION RADIO LICENSE CORPORATION UNIVISION RADIO LOS ANGELES, INC. UNIVISION RADIO MANAGEMENT COMPANY, INC. UNIVISION RADIO NEW MEXICO, INC. UNIVISION RADIO NEW YORK, INC. UNIVISION RADIO PHOENIX, INC. UNIVISION RADIO SACRAMENTO, INC. UNIVISION RADIO SAN DIEGO, INC. UNIVISION RADIO SAN FRANCISCO, INC. UNIVISION RADIO TOWER COMPANY, INC. UNIVISION SERVICES, INC. UNIVISION TELEVISION GROUP, INC. UNIVISION-EV HOLDINGS, LLC WADO RADIO, INC. WADO-AM LICENSE CORP. WLXX-AM LICENSE CORP. WPAT-AM LICENSE CORP. WQBA-AM LICENSE CORP. WQBA-FM LICENSE CORP. WURZBURG, INC. By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer HBCiExecutive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION RADIO, INC. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President HBCI, LLC UNIVISION RADIO FLORlDAFLORIDA, LLC By: Univision Radio Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA SAN FRANCISCO LLC By: Telefutura of San Francisco Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Telefutura Southwest LLC their general partner By: Telefutura Television GroupRadio, Inc., its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] TELEFUTURA SAN FRANCISCO LLC By: Telefutura Television GroupSan Francisco, Inc., their general partner its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC By: Univision of New Jersey Inc., its sole member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] DISA LLC By: Univision Music, Inc., its member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President By: DISA Holdco LLC, its member By: Univision Communications Inc., its member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] DISA LATIN PUBLISHING, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Manager STATION WORKS, LLC TELEFUTURA ALBUQUERQUE LLC TELEFUTURA BAKERSFIELD LLC TELEFUTURA BOSTON LLC TELEFUTURA CHICAGO LLC TELEFUTURA D.C. LLC TELEFUTURA DALLAS LLC TELEFUTURA FRESNO LLC TELEFUTURA HOUSTON LLC TELEFUTURA LOS ANGELES LLC TELEFUTURA MIAMI LLC TELEFUTURA SACRAMENTO LLC TELEFUTURA SOUTHWEST LLC TELEFUTURA TAMPA LLC By: Telefutura Television Group, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION ATLANTA LLC By: Univision of Atlanta, Inc., its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC Executive Vice President TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Univision of New Jersey, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto RicoTelefutura Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: Telefutura Southwest LLC, its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION MUSIC LLC By: Univision Music, Inc., its managing member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION ATLANTA LLC By: Univision of Atlanta Inc., its sole member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President WUVC LICENSE PARTNERSHIP G.P. By: Univision of Raleigh, Inc. Inc., its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: Univision Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer UNIVISION RADIO BROADCASTING PUERTO RICOExecutive Vice President KAKW LICENSE PARTNERSHIP, L.P. UNIVISION RADIO BROADCASTING TEXASKUVN LICENSE PARTNERSHIP, L.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. By: Univision Radio GPTelevision Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer KAKW LICENSE PARTNERSHIP, L.P. Executive Vice President KDTV LICENSE PARTNERSHIP, G.P. KFTV LICENSE PARTNERSHIP, G.P. KMEX LICENSE PARTNERSHIP, G.P. KTVW LICENSE PARTNERSHIP, X.X. XXXX LICENSE PARTNERSHIP, G.P. KUVN LICENSE PARTNERSHIP, L.P. KUVS LICENSE PARTNERSHIP, G.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. WGBO LICENSE PARTNERSHIP, G.P. WLTV LICENSE PARTNERSHIP, G.P. WXTV LICENSE PARTNERSHIP, G.P. By: Univision Television Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: PTI Holdings, Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto Rico Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President UNIVISION RADIO BROADCASTING PUERTO RICO, L.P. UNIVISION RADIO BROADCASTING TEXAS, L.P. By: Univision Radio GP, Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President UNIVISION CLEVELAND LLC By: Univision Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer STATION WORKS, LLC By: Telefutura Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer HPN NUMBERS, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer Executive Vice President UNIVISION TEXAS STATIONS LLC By: /s/ Xxx Xxxxxxxxx Name: Xxx Xxxxxxxxx Title: Manager UNIVISION NETWORK PUERTO RICO PRODUCTION LLC By: The Univision Network Limited Partnership, its sole member By: Univision Communications Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION-EV HOLDINGS, LLC By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President DEUTSCHE BANK AG NEW YORK BRANCH, as First-Lien Collateral Agent By: /s/ Xxxxx Xxxxxx Maynew Name: Xxxxx Xxxxxx Maynew Title: Managing Director By: /s/ Xxxxxxx Xxxxx Xxxx Name: Xxxxxxx Xxxxx Xxxx Title: Vice President ATTACHMENT A GRANTORSDirector [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] Schedule I to the First-Lien Guarantee and Collateral Agreement SUBSIDIARY GUARANTORS Schedule II to the First-Lien Guarantee and Collateral Agreement EQUITY INTERESTS Issuer Number of Certificate Registered Owner Number and Class of Equity Interest Percentage of Equity Interests PLEDGED DEBT SECURITIES Issuer Principal Amount Date of Note Maturity Date Schedule III to the First-Lien Guarantee and Collateral Agreement U.S. COPYRIGHTS OWNED BY GRANTOR U.S. Copyright Registrations Title Reg. No. Author Pending U.S. Copyright Applications for Registration Title Author Class Date Filed PATENTS OWNED BY GRANTORS U.S. Patents Patent No. Issue Date
Appears in 1 contract
Samples: First Lien Guarantee and Collateral Agreement (Univision Holdings, Inc.)
LICENSE CORP. NO. 2 MI CASA PUBLICATIONS, INC. PTI HOLDINGS, INC. SERVICIO DE INFORMACION PROGRAMATIVA, INC. SPANISH COAST-TO-COAST LTD. SUNSHINE ACQUISITION CORP. CORP T C TELEVISION, INC. TELEFUTURA NETWORK TELEFUTURA OF SAN FRANCISCO, INC. TELEFUTURA ORLANDO INC. TELEFUTURA TELEVISION GROUP, INC. XXXXXXXX LICENSE CORPORATION TMS LICENSE CALIFORNIA, INC. UNIVISION HOME ENTERTAINMENT, INC. UNIVISION INTERACTIVE MEDIA, INC. UNIVISION INVESTMENTS, INC. UNIVISION MANAGEMENT CO. UNIVISION MUSIC, INC UNIVISION OF ATLANTA INC. UNIVISION OF NEW JERSEY INC. UNIVISION OF PUERTO RICO RALEIGH, INC. UNIVISION OF RALEIGHONLINE, INC INC. UNIVISION PUERTO RICO STATION ACQUISITION COMPANY UNIVISION PUERTO RICO STATION OPERATING COMPANY UNIVISION PUERTO RICO STATION PRODUCTION COMPANY UNIVISION RADIO CORPORATE SALES, INC. UNIVISION RADIO FRESNO, INC. UNIVISION RADIO GP, INC. UNIVISION RADIO HOUSTON LICENSE CORPORATION UNIVISION RADIO ILLINOIS, INC. UNIVISION RADIO, INC. UNIVISION RADIO INVESTMENTS, INC. UNIVISION RADIO LAS VEGAS, INC. UNIVISION RADIO LICENSE CORPORATION UNIVISION RADIO LOS ANGELES, INC. UNIVISION RADIO MANAGEMENT COMPANY, INC. UNIVISION RADIO NEW MEXICO, INC. UNIVISION RADIO NEW YORK, INC. UNIVISION RADIO PHOENIX, INC. UNIVISION RADIO SACRAMENTO, INC. UNIVISION RADIO SAN DIEGO, INC. UNIVISION RADIO SAN FRANCISCO, INC. UNIVISION RADIO TOWER COMPANY, INC. UNIVISION SERVICES, INC. UNIVISION TELEVISION GROUP, INC. UNIVISION-EV HOLDINGS, LLC WADO RADIO, INC. WADO-AM LICENSE CORP. WLXX-AM LICENSE CORP. WPAT-AM LICENSE CORP. WQBA-AM LICENSE CORP. WQBA-FM LICENSE CORP. WURZBURG, INC. By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President Signature Page to Supplemental Indenture UNIVISION RADIO, INC. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President Signature Page to Supplemental Indenture HBCi, LLC UNIVISION RADIO FLORlDAFLORIDA, LLC By: Univision Radio Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA SAN FRANCISCO LLC By: Telefutura of San Francisco Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Telefutura Southwest LLC their general partner By: Telefutura Television GroupRadio, Inc., its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Vice President Signature Page to Supplemental Indenture TELEFUTURA SAN FRANCISCO LLC By: Telefutura Television GroupSan Francisco, Inc., their general partner its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President Signature Page to Supplemental Indenture UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC By: Univision of New Jersey, Inc., its sole member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture DISA LLC By: Univision Music, Inc., its member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President By: DISA Holdco LLC, its member By: Univision Communications Inc. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Executive Vice President Signature Page to Supplemental Indenture DISA LATIN PUBLISHING, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Manager Signature Page to Supplemental Indenture STATION WORKS, LLC TELEFUTURA ALBUQUERQUE LLC TELEFUTURA BAKERSFIELD LLC TELEFUTURA BOSTON LLC TELEFUTURA CHICAGO LLC TELEFUTURA D.C. LLC TELEFUTURA DALLAS LLC TELEFUTURA FRESNO LLC TELEFUTURA HOUSTON LLC TELEFUTURA LOS ANGELES LLC TELEFUTURA MIAMI LLC TELEFUTURA SACRAMENTO LLC TELEFUTURA SOUTHWEST LLC TELEFUTURA TAMPA LLC By: Telefutura Television Group, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION ATLANTA LLC By: Univision of Atlanta, Inc., its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC Executive Vice President Signature Page to Supplemental Indenture TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Univision of New Jersey, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto RicoTelefutura Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: Telefutura Southwest LLC its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture UNIVISION MUSIC LLC By: Univision Music, Inc., its managing member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture UNIVISION ATLANTA LLC By: Univision of Atlanta Inc., its sole member By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture WUVC LICENSE PARTNERSHIP G.P. By: Univision of Raleigh, Inc. Inc., its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: Univision Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer UNIVISION RADIO BROADCASTING PUERTO RICOExecutive Vice President Signature Page to Supplemental Indenture KAKW LICENSE PARTNERSHIP, L.P. UNIVISION RADIO BROADCASTING TEXASKUVN LICENSE PARTNERSHIP, L.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. By: Univision Radio GPTelevision Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer KAKW LICENSE PARTNERSHIP, L.P. Executive Vice President Signature Page to Supplemental Indenture KDTV LICENSE PARTNERSHIP, G.P. KFTV LICENSE PARTNERSHIP, G.P. KMEX LICENSE PARTNERSHIP, G.P. KTVW LICENSE PARTNERSHIP, X.X. XXXX LICENSE PARTNERSHIP, G.P. KUVN LICENSE PARTNERSHIP, L.P. KUVS LICENSE PARTNERSHIP, G.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. WGBO LICENSE PARTNERSHIP, G.P. WLTV LICENSE PARTNERSHIP, G.P. WXTV LICENSE PARTNERSHIP, G.P. By: Univision Television Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: PTI Holdings, Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto Rico, Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture UNIVISION RADIO BROADCASTING PUERTO RICO, L.P. UNIVISION RADIO BROADCASTING TEXAS, L.P. By: Univision Radio GP, Inc., its general partner By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President Signature Page to Supplemental Indenture UNIVISION CLEVELAND LLC By: Univision Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer STATION WORKS, LLC By: Telefutura Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer HPN NUMBERS, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer Executive Vice President Signature Page to Supplemental Indenture UNIVISION TEXAS STATIONS LLC By: /s/ Xxx Xxxxxxxxx Name: Xxx Xxxxxxxxx Title: Manager DEUTSCHE BANK AG NEW YORK BRANCHSignature Page to Supplemental Indenture UNIVISION NETWORK PUERTO RICO PRODUCTION LLC By: The Univision Network Limited Partnership, as Collateral Agent its sole member By: Univision Communications Inc. its general partner By: /s/ Xxxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxxxx X. Xxxxxx Title: Managing Director Senior Executive Vice President Signature Page to Supplemental Indenture UNIVISION-EV HOLDINGS, LLC By: /s/ Xxxxx Xxxx Xxxxxx X. Xxxxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Executive Vice President ATTACHMENT A GRANTORSUMBRELLA ACQUISITION INC. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Executive Vice President, Chief Strategic Officer and Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxxx X. X’Xxxxxxx Name: Xxxxxx X. X’Xxxxxxx
Appears in 1 contract
Samples: First Supplemental Indenture (Univision Communications Inc)
LICENSE CORP. NO. 2 MI CASA PUBLICATIONS, INC. PTI HOLDINGS, INC. SERVICIO DE INFORMACION PROGRAMATIVA, INC. SPANISH COAST-TO-COAST LTD. SUNSHINE ACQUISITION CORP. T C TELEVISION, INC. TELEFUTURA NETWORK TELEFUTURA OF SAN FRANCISCO, INC. TELEFUTURA ORLANDO INC. TELEFUTURA TELEVISION GROUP, INC. XXXXXXXX LICENSE CORPORATION TMS LICENSE CALIFORNIA, INC. UNIVISION HOME ENTERTAINMENT, INC. UNIVISION INTERACTIVE MEDIA, INC. UNIVISION INVESTMENTS, INC. UNIVISION MANAGEMENT CO. UNIVISION MUSIC, INC. UNIVISION OF ATLANTA INC. UNIVISION OF NEW JERSEY INC. UNIVISION OF PUERTO RICO RALEIGH, INC. UNIVISION OF RALEIGHONLINE, INC INC. [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION PUERTO RICO STATION STATIO ACQUISITION COMPANY UNIVISION PUERTO RICO STATION OPERATING COMPANY UNIVISION PUERTO RICO STATION PRODUCTION COMPANY UNIVISION RADIO CORPORATE SALES, INC. UNIVISION RADIO FRESNO, INC. UNIVISION RADIO GP, INC. UNIVISION RADIO HOUSTON LICENSE CORPORATION UNIVISION RADIO ILLINOIS, INC. UNIVISION RADIO, INC. UNIVISION RADIO INVESTMENTS, INC. UNIVISION RADIO LAS VEGAS, INC. UNIVISION RADIO LICENSE CORPORATION UNIVISION RADIO LOS ANGELES, INC. UNIVISION RADIO MANAGEMENT COMPANY, INC. UNIVISION RADIO NEW MEXICO, INC. UNIVISION RADIO NEW YORK, INC. UNIVISION RADIO PHOENIX, INC. UNIVISION RADIO SACRAMENTO, INC. UNIVISION RADIO SAN DIEGO, INC. UNIVISION RADIO SAN FRANCISCO, INC. UNIVISION RADIO TOWER COMPANY, INC. UNIVISION SERVICES, INC. UNIVISION TELEVISION GROUP, INC. UNIVISION-EV HOLDINGS, LLC WADO RADIO, INC. WADO-AM LICENSE CORP. WLXX-AM LICENSE CORP. WPAT-AM LICENSE CORP. WQBA-AM LICENSE CORP. WQBA-FM LICENSE CORP. WURZBURG, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer HBCiExecutive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION RADIO, INC. By: Name: Xxxxxx X. Xxxxxx Title: Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] HBCI, LLC UNIVISION RADIO FLORlDAFLORIDA, LLC By: Univision Radio Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA SAN FRANCISCO LLC By: Telefutura of San Francisco Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Telefutura Southwest LLC their general partner By: Telefutura Television GroupRadio, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] TELEFUTURA SAN FRANCISCO LLC By: Telefutura Television GroupSan Francisco, Inc., their general partner its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC By: Univision of New Jersey Inc., its sole member By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] DISA LLC By: Univision Music, Inc., its member By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President By: DISA Holdco LLC, its member By: Univision Communications Inc., its member By: Name: Xxxxxx X. Xxxxxx Title: Senior Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] DISA LATIN PUBLISHING, LLC By: Name: Xxxx Xxxxxxx Title: Manager [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] STATION WORKS, LLC TELEFUTURA ALBUQUERQUE LLC TELEFUTURA BAKERSFIELD LLC TELEFUTURA BOSTON LLC TELEFUTURA CHICAGO LLC TELEFUTURA D.C. LLC TELEFUTURA DALLAS LLC TELEFUTURA FRESNO LLC TELEFUTURA HOUSTON LLC TELEFUTURA LOS ANGELES LLC TELEFUTURA MIAMI LLC TELEFUTURA SACRAMENTO LLC TELEFUTURA SOUTHWEST LLC TELEFUTURA TAMPA LLC By: Telefutura Television Group, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer UNIVISION ATLANTA LLC By: Univision of Atlanta, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer UNIVISION NEW YORK LLC UNIVISION PHILADELPHIA LLC Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] TELEFUTURA PARTNERSHIP OF XXXXXXX TELEFUTURA PARTNERSHIP OF FLAGSTAFF TELEFUTURA PARTNERSHIP OF FLORESVILLE TELEFUTURA PARTNERSHIP OF PHOENIX TELEFUTURA PARTNERSHIP OF SAN ANTONIO TELEFUTURA PARTNERSHIP OF TUCSON By: Univision of New Jersey, Inc., their sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto RicoTelefutura Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: Telefutura Southwest LLC, its general partner By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION MUSIC LLC By: Univision Music, Inc., its managing member By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION ATLANTA LLC By: Univision of Atlanta Inc., its sole member By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] WUVC LICENSE PARTNERSHIP G.P. By: Univision of Raleigh, Inc. Inc., its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: Univision Television Group, Inc., its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer UNIVISION RADIO BROADCASTING PUERTO RICO, L.P. UNIVISION RADIO BROADCASTING TEXAS, L.P. By: Univision Radio GP, Inc., their general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] KAKW LICENSE PARTNERSHIP, L.P. KUVN LICENSE PARTNERSHIP, L.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. By: Univision Television Group, Inc., its general partner By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] KDTV LICENSE PARTNERSHIP, G.P. KFTV LICENSE PARTNERSHIP, G.P. KMEX LICENSE PARTNERSHIP, G.P. KTVW LICENSE PARTNERSHIP, X.X. XXXX LICENSE PARTNERSHIP, G.P. KUVN LICENSE PARTNERSHIP, L.P. KUVS LICENSE PARTNERSHIP, G.P. KWEX LICENSE PARTNERSHIP, L.P. KXLN LICENSE PARTNERSHIP, L.P. UVN TEXAS L.P. WGBO LICENSE PARTNERSHIP, G.P. WLTV LICENSE PARTNERSHIP, G.P. WXTV LICENSE PARTNERSHIP, G.P. By: Univision Television Group, Inc., their its general partner By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer Executive Vice President By: PTI Holdings, Inc., its general partner By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] WLII/WSUR LICENSE PARTNERSHIP, G.P. By: Univision of Puerto Rico Inc., its general partner By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION RADIO BROADCASTING PUERTO RICO, L.P. UNIVISION RADIO BROADCASTING TEXAS, L.P. By: Univision Radio GP, Inc., its general partner By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION CLEVELAND LLC By: Univision Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Xxxxxx X. Xxxxxx Title: Authorized Officer STATION WORKS, LLC By: Telefutura Television Group, Inc., its sole member By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer HPN NUMBERS, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Authorized Officer Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION TEXAS STATIONS LLC By: /s/ Xxx Xxxxxxxxx Name: Xxx Xxxxxxxxx Title: Manager UNIVISION NETWORK PUERTO RICO PRODUCTION LLC By: The Univision Network Limited Partnership, its sole member By: Univision Communications Inc., its general partner By: Name: Xxxxxx X. Xxxxxx Title: Senior Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] UNIVISION-EV HOLDINGS, LLC By: Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] DEUTSCHE BANK AG NEW YORK BRANCH, as First-Lien Collateral Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Managing Director By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Vice President ATTACHMENT [SIGNATURE PAGE TO FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT] Schedule I to the First-Lien Guarantee and Collateral Agreement SUBSIDIARY GUARANTORS Schedule II to the First-Lien Guarantee and Collateral Agreement EQUITY INTERESTS Issuer Number of Certificate Registered Owner Number and Class of Equity Interest Percentage of Equity Interests PLEDGED DEBT SECURITIES Issuer Principal Amount Date of Note Maturity Date Schedule III to the First-Lien Guarantee and Collateral Agreement U.S. COPYRIGHTS OWNED BY GRANTOR U.S. Copyright Registrations Title Reg. No. Author Pending U.S. Copyright Applications for Registration Title Author Class Date Filed PATENTS OWNED BY GRANTORS U.S. Patents Patent No. Issue Date U.S. Patent Applications Patent Application No. Filing Date TRADEMARK/TRADE NAMES OWNED BY GRANTORS U.S. Trademark Registrations Xxxx Reg. Date Reg. No. U.S. Trademark Applications Xxxx Filing Date Application No. Schedule IV to the First-Lien Guarantee and Collateral Agreement UCC FILING OFFICES Schedule V to the First-Lien Guarantee and Collateral Agreement SCHEDULE V UCC INFORMATION Schedule VI to the First-Lien Guarantee and Collateral Agreement SCHEDULE VI COMMERCIAL TORT CLAIMS AND CHATTEL PAPER Exhibit A GRANTORSto the First-Lien Guarantee and Collateral Agreement SUPPLEMENT NO. [•] (this “Supplement”) dated as of [•], to the First-Lien Guarantee and Collateral Agreement dated as of March 29, 2007 (the “Guarantee and Collateral Agreement”), among BROADCAST MEDIA PARTNERS HOLDINGS, INC., a Delaware corporation (“Holdings”), UMBRELLA ACQUISITION, INC., a Delaware corporation (“Merger Sub”) to be merged with and into UNIVISION COMMUNICATIONS INC. (the “Company”), UNIVISION OF PUERTO RICO INC., a Delaware corporation (“Subsidiary Borrower” and together with the US Borrower referred to in the Credit Agreement below, the “Borrowers” and each, a “Borrower”), each subsidiary of the Borrowers from time to time party thereto (each such subsidiary individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, the Borrowers and Holdings are referred to collectively herein as the “Grantors”) and DEUTSCHE BANK AG NEW YORK BRANCH, as First-Lien collateral agent (in such capacity, the “First-Lien Collateral Agent”) for the Secured Parties (as defined therein).
Appears in 1 contract
