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EXHIBIT 10.5(b)
FIRST AMENDMENT
TO
PURCHASE AGREEMENT
This FIRST AMENDMENT TO PURCHASE AGREEMENT (this "Amendment") is made
as of July 11, 1996 by and among Digital Television Services of Colorado, LP, a
Georgia limited partnership ("Purchaser"), Omega Cable, a Colorado general
partnership ("Seller"), Xxxx Xxxxxx, a resident of the State of Colorado
("Hazard"), and Xxxxx Xxxxxxxxx, a resident of the State of Colorado
("Alexander")(Hazard and Alexander are hereinafter collectively referred to as
the "Owners").
RECITALS
Purchaser, Seller and Owners entered into a Purchase Agreement dated as
of June 11, 1996 (the "Asset Purchase Agreement"). Capitalized terms used herein
which are not otherwise defined shall have the meanings set forth in the Asset
Purchase Agreement. Purchaser, Seller and Owners have determined that it is in
their mutual best interest to clarify and amend the Asset Purchase Agreement in
accordance with Section 6.5 thereof.
TERMS OF AMENDMENT
Purchaser, Seller and Owners agree as follows:
1. AMENDMENT OF SCHEDULE 2.2(c). Schedule 2.2(c) shall be deleted in
its entirety and the new Schedule 2.2(c) attached hereto shall be inserted in
lieu thereof.
2. MODIFICATION. Except as modified hereby, the terms and conditions of
the Asset Purchase Agreement shall remain in full force and effect.
3. LAW GOVERNING. This Amendment shall be governed by and construed in
accordance with the laws of the State of Georgia, without regard to the choice
of law provisions thereof.
4. EXECUTION IN COUNTERPARTS. This Amendment may be executed in two or
more counterparts, each of which will be deemed an original, and all of which
together shall constitute one and the same Amendment.
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date first set forth above.
PURCHASER:
Digital Television Services of Colorado, LP
By: Columbia DBS Management, LLC
Its: General Partner
By:
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Xxxxxxx X. Xxxxxxxx, Xx., President
SELLER:
Omega Cable
By:
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Its:
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(SEAL)
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Xxxx Xxxxxx
(SEAL)
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Xxxxx Xxxxxxxxx
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