0000941302-00-500069 Sample Contracts

FIRST AMENDMENT TO PURCHASE AGREEMENT ________________________________________
Registration Rights Agreement • November 13th, 2000 • Hispanic Television Network Inc • Television broadcasting stations • Texas

This First Amendment to the Purchase Agreement (this "Amendment") is made and entered into as of September ____, 2000, by and between Hispanic Television Network, Inc. ("Buyer") and Johnson Broadcasting of Dallas, Inc. ("Seller", and collectively with Buyer, the "Parties"). Unless otherwise defined herein, all capitalized terms have the meanings assigned to them in the Purchase Agreement (as defined below).

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FIRST AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN DOCUMENTS
Loan Agreement • November 13th, 2000 • Hispanic Television Network Inc • Television broadcasting stations • Texas

THIS FIRST AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN DOCUMENTS (herein called the "Amendment") dated effective as of August 14, 2000, by and among Hispanic Television Network, Inc., a Delaware corporation ("Borrower"), Goff Moore Strategic Partners, L.P. and GAINSCO, Inc., representing Majority Lenders, as defined in the Original Loan Agreement defined below, and Harlan L. Paul, Mark Hollmann and Stacia Hollmann, as tenants by the entireties, Clifton Morris, and Daniel E. Berce (collectively, the "New Lenders").

AGREEMENT OF MERGER
Agreement of Merger • November 13th, 2000 • Hispanic Television Network Inc • Television broadcasting stations • Texas

AGREEMENT OF MERGER ("Agreement"), dated as of September 27, 2000 among Amanda Orrick Mintz (formerly Amanda Orrick), Michael Mintz and Debra Kamp (together, the "Members"), Brownsville Broadcasting, LLC, a Texas limited liability company (the "LLC"), HTVN Merger Corp., Inc. a Delaware corporation ("HTVN Merger Corp.") and Hispanic Television Network, Inc., a Delaware corporation ("HTVN").

SECOND AMENDMENT TO LOAN AGREEMENT AND AGREEMENT
Loan Agreement and Agreement • November 13th, 2000 • Hispanic Television Network Inc • Television broadcasting stations • Texas

THIS SECOND AMENDMENT TO LOAN AGREEMENT AND AGREEMENT (herein called the "Amendment") dated as of November 6, 2000 (the "Amendment Closing Date"), by and among Hispanic Television Network, Inc., a Delaware corporation ("Borrower") and Goff Moore Strategic Partners, L.P. and GAINSCO, Inc., representing Majority Lenders, as defined in the Original Loan Agreement defined below.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 13th, 2000 • Hispanic Television Network Inc • Television broadcasting stations • Texas

ASSET PURCHASE AGREEMENT ("Agreement"), dated as of September 27, 2000 between Cosmo Communications, LLC, a Delaware limited liability company and Amanda Orrick Mintz (collectively, the "Seller"), and Hispanic Television Network, Inc., a Delaware corporation (the "Buyer").

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