EXHIBIT 10.5
AMENDMENT NO. 1 TO GUARANTY
AS OF OCTOBER 18, 2005
The GUARANTY (the "GUARANTY") made as of the 13th day of June, 2005 in
favor of the Covered Persons (as defined in the Guaranty) by Xxxx Television,
Inc., a Georgia corporation ("XXXX"), is amended as follows:
1. Section 1.03 is hereby amended in its entirety to read as
follows:
"It shall not be necessary or required that any Covered Person
exercise any right, assert any claim or demand or enforce any
remedy whatsoever against TCM before or as a condition to the
obligations of the Xxxx under this Guaranty."
2. Section 1.04 is hereby deleted.
3. Section 1.05 is hereby deleted.
4. Section 1.06 is hereby amended in its entirety to read as
follows:
"Notwithstanding paragraph 1.03, Xxxx shall have the right to
recover from TCM for any payments made by Xxxx to the Covered
Persons in satisfaction of any claims against Xxxx under this
Guaranty."
[Signature page follows.]
IN WITNESS WHEREOF, the undersigned hereby sign, seal and deliver this
Amendment No. 1 to the Guaranty.
XXXX TELEVISION, INC.
By: /s/ Xxxxxx X. Xxxxxxx, Xx.
----------------------------
Name: Xxxxxx X. Xxxxxxx, Xx.
Title: President and Chief
Operating Officer
Address for Notice:
Xxxx Television, Inc.
0000 Xxxxxxxxx Xxxx, XX
Xxxxxxx, XX 00000
Attn: Xxxxx X. Xxxx
Fax: (000) 000-0000
FOR PURPOSES OF SECTION 1.06 ONLY:
TRIPLE CROWN MEDIA, INC.
By: /s/ Xxxxx X. Xxxx
----------------------------
Name: Xxxxx X. Xxxx
Title: Chief Financial Officer and Secretary
Address for Notice:
Triple Crown Media, Inc.
000 Xxxx Xxxx Xxxxxx
Xxxxxxxxx, XX 00000
Attn: Xxxxx X. Xxxx
Fax: (000) 000-0000
