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EXHIBIT 3.27.3
AMENDMENT TO OPERATING AGREEMENT
OF
OCEAN STATE TELEVISON, L.L.C.
This Amendment to Operating Agreement (this "Amendment') is entered
into as of this ____ day of June, 2000 by and between OFFSHORE BROADCASTING
CORPORATION, a Rhode Island corporation ("Offshore"), and XXXXXX COMMUNICATIONS
OF PROVIDENCE-69, INC., a Florida corporation ("Xxxxxx-69", and collectively
with Offshore, the "Members").
W I T N E S S E T H:
WHEREAS, Offshore and Xxxxxx-69 are the only Members of Ocean State
Television, L.L.C. (the "Company"); and
WHEREAS, the Members have entered into an Operating Agreement of Ocean
State Television, L.L.C. dated as of April 16, 1996 (the "Operating Agreement");
WHEREAS, the Operating Agreement provides for the dissolution of the
Company upon the termination or withdrawal of a Member, unless the remaining
Members elect to cause the Company to remain in existence and there are at least
two remaining Members; and
WHEREAS, the Members desire to amend the Operating Agreement to provide
for the continued existence of the Company with a single Member.
NOW THEREFORE, in consideration of the foregoing, the Members,
intending legally to be bound, hereby agree as follows:
1. AMENDMENTS. Section 11.1(d) of the Operating Agreement is deleted in
its entirety and the following new Section 11.1(d) is substituted therefor:
(d) Upon the Termination of all the Members or the
occurrence of any other event that terminates the
continued membership of each Member of the Company
such that the Company has no Members remaining.
2. MISCELLANEOUS.
(a) OTHER PROVISIONS. Except where inconsistent with the express terms
of this Amendment, all provisions of the Operating Agreement as originally
entered into shall remain in full force and effect.
(b) GOVERNING LAW. This Amendment shall be governed, construed, and
enforced in accordance with the laws of the State of Delaware (without regard to
the choice of law provisions thereof).
(c) All capitalized terms used in this Amendment, not otherwise defined
herein, shall have the same meaning as set forth in the Operating Agreement.
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IN WITNESS WHEREOF, the parties hereto have duly executed this
Amendment to Operating Agreement as of this ____ day of June, 2000.
MEMBER: OFFSHORE BROADCASTING CORPORATION
By:
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Name: Xxxxxxx X. Xxxxx
Title: President
MEMBER: XXXXXX COMMUNICATIONS OF PROVIDENCE-69, INC.
By:
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Name:
Title:
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