0001104659-06-045500 Sample Contracts

CREDIT AND GUARANTY AGREEMENT dated as of July 5, 2006 among GRANITE BROADCASTING CORPORATION,
Credit and Guaranty Agreement • July 6th, 2006 • Granite Broadcasting Corp • Television broadcasting stations • New York

This CREDIT AND GUARANTY AGREEMENT, dated as of July 5, 2006, is entered into by and among GRANITE BROADCASTING CORPORATION, a Delaware corporation (“Company”), and THE SUBSIDIARIES OF COMPANY listed on the signature pages hereto, as Guarantors, the Lenders party hereto from time to time, and SILVER POINT FINANCE, LLC (“Silver Point”), as Administrative Agent (in such capacity, “Administrative Agent”).

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GRANITE BROADCASTING CORPORATION SUPPLEMENTAL AGREEMENT Dated as of July 5, 2006 In relation to SECOND SUPPLEMENTAL INDENTURE And CREDIT AND GUARANTY AGREEMENT Each dated as of July 5, 2006
Supplemental Agreement • July 6th, 2006 • Granite Broadcasting Corp • Television broadcasting stations • New York

This SUPPLEMENTAL AGREEMENT, dated as of July 5, 2006 (this “Agreement”), is made by and among Granite Broadcasting Corporation, a Delaware corporation (the “Company”), the parties identified as “Guarantors” on the signature pages hereof (the “Guarantors”) and the parties identified as “Qualified Holders” on the signature pages hereto (together with any investment fund or entity managed or controlled by Silver Point Capital, L.P. or its affiliates, the “Qualified Holders”).

GRANITE BROADCASTING CORPORATION, THE GUARANTORS PARTY HERETO and THE BANK OF NEW YORK, as Trustee
Indenture • July 6th, 2006 • Granite Broadcasting Corp • Television broadcasting stations • New York

This SECOND SUPPLEMENTAL INDENTURE, dated as of July 5, 2006 (this “Second Supplemental Indenture”), is made by and among Granite Broadcasting Corporation, a Delaware corporation, as issuer (the “Company”), the Guarantors, and The Bank of New York, a New York banking corporation, as trustee (the “Trustee”).

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