SUPPLEMENTFirst-Lien Guarantee and Collateral Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
SUPPLEMENT (this “Supplement”), dated as of February 14, 2011, to (i) the First-Lien Guarantee and Collateral Agreement, dated as of March 29, 2007 (the “First-Lien Guarantee and Collateral Agreement”), among BROADCAST MEDIA PARTNERS HOLDINGS, INC., a Delaware corporation (“Holdings”), UMBRELLA ACQUISITION, INC., a Delaware corporation (“Merger Sub”) to be merged with and into UNIVISION COMMUNICATIONS INC. (the “US Borrower”), UNIVISION OF PUERTO RICO INC., a Delaware corporation (“Subsidiary Borrower” and together with the US Borrower, the “Borrowers” and each, a “Borrower”), each subsidiary of the Borrowers from time to time party thereto (each such subsidiary individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, the Borrowers and Holdings are referred to collectively herein as the “Grantors”) and DEUTSCHE BANK AG NEW YORK BRANCH, as first-lien collateral agent (in such capacity, the “First-Lien Collateral Agent”) for the Secu
SUPPLEMENTFirst-Lien Guarantee and Collateral Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
SUPPLEMENT (this “Supplement”), dated as of June 25, 2015, to (i) the First-Lien Guarantee and Collateral Agreement, dated as of March 29, 2007 and amended as of February 28, 2013 (as further amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “First-Lien Guarantee and Collateral Agreement”), among Broadcast Media Partners Holdings, Inc., a Delaware corporation (“Holdings”), Umbrella Acquisition, Inc., a Delaware corporation (“Merger Sub”) to be merged with and into Univision Communications Inc. (the “US Borrower”), Univision Of Puerto Rico Inc., a Delaware corporation (“Subsidiary Borrower” and together with the US Borrower, the “Borrowers” and each, a “Borrower”), each subsidiary of the Borrowers from time to time party thereto (each such subsidiary individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, the Borrowers and Holdings are referred to collectively herein as the “G
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is entered into as of October 12, 2015 (the “Effective Date”), by and between Univision Communications Inc. (“Univision”), Univision Holdings, Inc. (“Parent” and together with Univision, the “Company”), and Jonathan Schwartz (“Executive”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of January 23, 2014 (this “Fourth Amendment”), among UNIVISION COMMUNICATIONS INC., a Delaware corporation (the “US Borrower”), UNIVISION OF PUERTO RICO INC., a Delaware corporation (the “Subsidiary Borrower” and, together with the US Borrower, the “Borrowers” and, each, a “Borrower”), DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as Administrative Agent under the Credit Agreement (as each such term is defined below), the Replacement First-Lien Term Loan Lenders (as defined below) party hereto and certain Lenders (as defined below) party hereto constituting the Required Lenders under, and as defined in, the Credit Agreement (the “Required Lenders”).
SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT by and among Univision Holdings, Inc. (f/k/a Broadcasting Media Partners, Inc.) Broadcast Media Partners Holdings, Inc. Univision Communications Inc. and Certain Stockholders of Univision Holdings,...Stockholders Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • Delaware
ContractFirst-Lien Intercreditor Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
REPRESENTATIVE SUPPLEMENT NO. 12 dated as of April 21, 2015 to the FIRST-LIEN INTERCREDITOR AGREEMENT dated as of July 9, 2009 as supplemented by the joinder agreement, dated as of October 26, 2010, the supplement dated as of February 14, 2011, the supplement dated as of May 9, 2011, the supplement dated as of February 7, 2012, the supplement dated as of August 29, 2012, the supplement dated as of September 19, 2012, the supplement dated as of February 28, 2013, the supplement dated as of May 21, 2013, the supplement dated as of May 29, 2013, the supplement dated as of November 13, 2013, the supplement dated as of January 23, 2014, Representative Supplement No. 10, dated as of February 19, 2015 and Representative Supplement No. 11, dated as of February 19, 2015 (the “Eleventh Supplement”) (the “First-Lien Intercreditor Agreement”), among Univision Communications Inc., a Delaware corporation (the “Company”), Univision of Puerto Rico Inc., a Delaware corporation (the “Subsidiary Borrower
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of May 29, 2013 (this “Third Amendment”), among UNIVISION COMMUNICATIONS INC., a Delaware corporation (the “US Borrower”), UNIVISION OF PUERTO RICO INC., a Delaware corporation (the “Subsidiary Borrower” and, together with the US Borrower, the “Borrowers”, and, each, a “Borrower”), DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as Administrative Agent under the Credit Agreement referred to below (in such capacity, the “Administrative Agent”), the 2013 Incremental Term Loan Lenders party hereto, the 2013 Incremental Revolving Credit Lenders (as defined below) and the 2013 Refinancing Term Loan Lenders party hereto (with capitalized terms used, but not otherwise defined, in this paragraph and the recitals below to be defined as provided in Section 1 below).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN UNIVISION COMMUNICATIONS INC. (“Company”) AND RANDEL A. FALCO (“Executive”) (“Employment Agreement”)Employment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This Amended and Restated Employment and Non-Competition Agreement (this “Agreement”), dated June 30, 2015, by and between Univision Communications Inc., a Delaware corporation (the “Company”), a wholly owned subsidiary of Univision Holdings, Inc. a Delaware corporation (“Parent”), and Francisco J. Lopez-Balboa (the “Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
THIS EMPLOYMENT AGREEMENT is entered into by and between Univision Univision Communications Inc. (“Company”) and Roberto Llamas (“Employee”).
CREDIT AGREEMENT dated as of March 29, 2007, As Amended as of June 19, 2009, As Amended and Restated as of October 26, 2010 As Amended as of August 21, 2012, February 28, 2013, May 29, 2013, January 23, 2014 and September 3, 2015 among UNIVISION...Credit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
CREDIT AGREEMENT dated as of March 29, 2007, as amended as of June 19, 2009, and as amended and restated as of October 26, 2010 (this “Agreement”), among UNIVISION COMMUNICATIONS INC., a Delaware corporation (the “US Borrower”) and UNIVISION OF PUERTO RICO INC., a Delaware corporation (“Subsidiary Borrower”; and together with the US Borrower, the “Borrowers” and each, a “Borrower”), the Lenders (as defined herein), and DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as Administrative Agent and First-Lien Collateral Agent (in each case, as defined herein) for the First-Lien Lenders (as defined herein) and as Administrative Agent, DEUTSCHE BANK SECURITIES INC. (“DBSI”) and BANC OF AMERICA SECURITIES LLC, as Arrangers (as defined herein) for the First-Lien Facilities, BANC OF AMERICA SECURITIES LLC, as documentation agent, and CREDIT SUISSE, CAYMAN ISLANDS BRANCH, WACHOVIA BANK, NATIONAL ASSOCIATION, THE ROYAL BANK OF SCOTLAND, PLC and LEHMAN BROTHERS INC., as joint syndication agents. Capital
Second Amendment (“Amendment”) to Employment Agreement dated January 14, 2011, as amended June 29, 2011 (the “Employment Agreement”) between Randel A. Falco (“Executive”), Univision Communications Inc. (“Company”) and Broadcasting Media Partners, Inc....Employment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
SUPPLEMENTFirst-Lien Guarantee and Collateral Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
SUPPLEMENT (this “Supplement”), dated as of March 29 2013, to (i) the First-Lien Guarantee and Collateral Agreement, dated as of March 29, 2007 and amended as of February 28, 2013 (as further amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “First-Lien Guarantee and Collateral Agreement”), among Broadcast Media Partners Holdings, Inc., a Delaware corporation (“Holdings”), Umbrella Acquisition, Inc., a Delaware corporation (“Merger Sub”) to be merged with and into Univision Communications Inc. (the “US Borrower”), Univision Of Puerto Rico Inc., a Delaware corporation (“Subsidiary Borrower” and together with the US Borrower, the “Borrowers” and each, a “Borrower”), each subsidiary of the Borrowers from time to time party thereto (each such subsidiary individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, the Borrowers and Holdings are referred to collectively herein as the “G
SECOND AMENDMENT TO CREDIT AGREEMENT; FIRST AMENDMENT TO INTERCREDITOR AGREEMENT; AND FIRST AMENDMENT TO FIRST-LIEN GUARANTEE AND COLLATERAL AGREEMENTCredit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT; FIRST AMENDMENT TO INTERCREDITOR AGREEMENT; AND FIRST AMENDMENT TO FIRST-LIEN GUARANTEE AND COLLATERAL AGREEMENT, dated as of February 28, 2013 (collectively, this “Second Amendment”), among UNIVISION COMMUNICATIONS INC. and UNIVISION OF PUERTO RICO INC., as Borrowers (the “Borrowers”), DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent under the Credit Agreement and as First-Lien Collateral Agent (as each such term is defined below), the 2013 New First-Lien Term Loan Lenders (as defined below) party hereto, the 2013 Converting Existing First-Lien Term Loan Lenders (as defined below) party hereto, the 2013 Converting Extended First-Lien Term Loan Lenders (as defined below) party hereto, the 2013 Extended Revolving Credit Lenders (as defined below) party hereto and certain Lenders (as defined below) party hereto constituting the Required Lenders under, and as defined in, the Credit Agreement (the “Required Lenders”).
AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This AMENDMENT TO CREDIT AGREEMENT, dated as of August 21, 2012 (this “Amendment”), among UNIVISION COMMUNICATIONS INC. and UNIVISION OF PUERTO RICO INC., as Borrowers (the “Borrowers”), DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent under the Credit Agreement (as defined below), and certain Lenders (as defined below) party hereto (the “Required Lenders”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This Employment and Non-Competition Agreement (this “Agreement”), dated January 14, 2011, by and between Univision Communications Inc., a Delaware corporation (the “Company”), a wholly owned subsidiary of Broadcasting Media Partners, Inc., a Delaware corporation (the “Parent”), and Randel A. Falco (the “Executive”).
SUPPLEMENTFirst-Lien Guarantee and Collateral Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations
SUPPLEMENT (this “Supplement”), dated as of October 3, 2011, to (i) the First-Lien Guarantee and Collateral Agreement, dated as of March 29, 2007 (the “First-Lien Guarantee and Collateral Agreement”), among BROADCAST MEDIA PARTNERS HOLDINGS, INC., a Delaware corporation (“Holdings”), UMBRELLA ACQUISITION, INC., a Delaware corporation (“Merger Sub”) to be merged with and into UNIVISION COMMUNICATIONS INC. (the “US Borrower”), UNIVISION OF PUERTO RICO INC., a Delaware corporation (“Subsidiary Borrower” and together with the US Borrower, the “Borrowers” and each, a “Borrower”), each subsidiary of the Borrowers from time to time party thereto (each such subsidiary individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, the Borrowers and Holdings are referred to collectively herein as the “Grantors”) and DEUTSCHE BANK AG NEW YORK BRANCH, as first-lien collateral agent (in such capacity, the “First-Lien Collateral Agent”) for the Secure
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is entered into by and between Univision Communications Inc. (“Company”) and Peter Lori (“Employee”), effective as of May 4, 2015.
SECOND AMENDED AND RESTATED PRINCIPAL INVESTOR AGREEMENTPrincipal Investor Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • Delaware
SECOND AMENDMENT TO CREDIT AGREEMENT; FIRST AMENDMENT TO INTERCREDITOR AGREEMENT; AND FIRST AMENDMENT TO FIRST-LIEN GUARANTEE AND COLLATERAL AGREEMENTCredit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT; FIRST AMENDMENT TO INTERCREDITOR AGREEMENT; AND FIRST AMENDMENT TO FIRST-LIEN GUARANTEE AND COLLATERAL AGREEMENT, dated as of February 28, 2013 (collectively, this “Second Amendment”), among UNIVISION COMMUNICATIONS INC. and UNIVISION OF PUERTO RICO INC., as Borrowers (the “Borrowers”), DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent under the Credit Agreement and as First-Lien Collateral Agent (as each such term is defined below), the 2013 New First-Lien Term Loan Lenders (as defined below) party hereto, the 2013 Converting Existing First-Lien Term Loan Lenders (as defined below) party hereto, the 2013 Converting Extended First-Lien Term Loan Lenders (as defined below) party hereto, the 2013 Extended Revolving Credit Lenders (as defined below) party hereto and certain Lenders (as defined below) party hereto constituting the Required Lenders under, and as defined in, the Credit Agreement (the “Required Lenders”).
SECOND AMENDED AND RESTATED PARTICIPATION, REGISTRATION RIGHTS AND COORDINATION AGREEMENT by and among Univision Holdings, Inc. (f/k/a Broadcasting Media Partners, Inc.) Broadcast Media Partners Holdings, Inc. Univision Communications Inc. Grupo...Participation, Registration Rights and Coordination Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • Delaware
This Second Amended and Restated Participation, Registration Rights and Coordination Agreement (the “Agreement”) is made as of [ ], 2015 by and among:
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 2nd, 2015 • Univision Holdings, Inc. • Television broadcasting stations • New York
This FIFTH AMENDMENT TO CREDIT AGREEMENT, dated as of September 3, 2015 (this “Fifth Amendment”), among UNIVISION COMMUNICATIONS INC., a Delaware corporation (the “US Borrower”), UNIVISION OF PUERTO RICO INC., a Delaware corporation (the “Subsidiary Borrower” and, together with the US Borrower, the “Borrowers” and, each, a “Borrower”), DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as Administrative Agent and First-Lien Collateral Agent under the Credit Agreement referred to below (in such capacities, collectively, the “Administrative Agent”), the 2015 Extended Revolving Credit Lenders, the 2015 Incremental Revolving Credit Lenders and the Issuing Banks (as each such term is defined below) party hereto (with capitalized terms used, but not otherwise defined, in this paragraph and the recitals below to be defined as provided in Section 1 below).
