Saga Communications Inc Sample Contracts

AMONG
Credit Agreement • April 2nd, 2001 • Saga Communications Inc • Radio broadcasting stations • Massachusetts
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AMONG SAGA COMMUNICATIONS, INC., AS BORROWER
Credit Agreement • August 14th, 2003 • Saga Communications Inc • Radio broadcasting stations • New York
CREDIT AGREEMENT Dated as of June 13, 2011 among SAGA COMMUNICATIONS, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER & SMITH,...
Credit Agreement • August 9th, 2011 • Saga Communications Inc • Radio broadcasting stations • New York

This CREDIT AGREEMENT ( “Agreement” ) is entered into as of June 13, 2011, among SAGA COMMUNICATIONS, INC., a Delaware corporation (the “Borrower” ), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender” ), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

SECOND
Credit Agreement • March 30th, 1999 • Saga Communications Inc • Radio broadcasting stations • Massachusetts
THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 16th, 2023 • Saga Communications Inc • Radio broadcasting stations

THIS THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of December 19, 2022 (this “Amendment”), is among SAGA COMMUNICATIONS, INC. (the “Borrower”), the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).

WITNESSETH THAT:
Employment Agreement • May 15th, 2000 • Saga Communications Inc • Radio broadcasting stations
CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • January 4th, 2008 • Saga Communications Inc • Radio broadcasting stations • Michigan

This Change in Control Agreement (this “Agreement”) between SAGA COMMUNICATIONS, INC. (the “Corporation”) and the undersigned executive (“Executive”) is effective on the date set forth following the parties’ signatures below.

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 16th, 2021 • Saga Communications Inc • Radio broadcasting stations • Michigan

This Change in Control Agreement (this “Agreement”) between SAGA COMMUNICATIONS, INC. (the “Corporation”) and the undersigned executive (“Executive”) is effective on the date set forth following the parties’ signatures below.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 8th, 2016 • Saga Communications Inc • Radio broadcasting stations

Saga Communications, Inc. (the “Corporation”) and Edward K. Christian (“Christian”) are parties to an employment agreement dated June 1, 2011. That employment agreement replaced and superseded both an employment agreement between the parties effective April 1, 2009 and an amendment to the employment agreement dated March 31, 2009. These agreements will collectively be referred to as the “Employment Agreement.” The parties seek to amend the Employment Agreement and replace in their entirety the paragraphs set forth below. The numbers utilized below refer to the number of these paragraphs in the Employment Agreement. Except for the paragraphs set forth below, the Employment Agreement and all other terms therein shall remain in full force and effect.

RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • November 9th, 2023 • Saga Communications Inc • Radio broadcasting stations

THIS AGREEMENT, made as of ________, 20__, by and between SAGA COMMUNICATIONS, INC., a Florida corporation (the “Corporation”), and [[FIRSTNAME]] [[LASTNAME]] (the “Grantee”).

ASSIGNMENT AND ACCEPTANCE
Assignment and Acceptance • November 10th, 2008 • Saga Communications Inc • Radio broadcasting stations

Reference is made to the Credit Agreement dated as of July 29, 2003 (as amended and in effect on the date hereof, the “Credit Agreement”), among Saga Communications, Inc., a Delaware corporation, the Lenders party thereto, Union Bank of California, N.A., as Syndication Agent, Bank of America, N.A., as Documentation Agent, and The Bank of New York Mellon, formerly The Bank of New York, as Administrative Agent. Terms defined in the Credit Agreement are used herein with the same meanings.

CONSULTING AGREEMENT
Consulting Agreement • March 26th, 2015 • Saga Communications Inc • Radio broadcasting stations • Michigan

This Consulting Agreement (“Agreement”) is made between Saga Communications, Inc. (the “Company”), and Steven J. Goldstein (“Consultant”) effective on the Effective Date as defined hereafter.

May 24, 2018 Christopher S. Forgy Dear Chris:
Saga Communications Inc • August 9th, 2018 • Radio broadcasting stations

This Letter of Employment is intended to summarize the terms under which you would agree to serve in the corporate position of Senior Vice President/Operations working out of our Grosse Pointe office. This letter is not intended to serve as an employment contract, nor is it intended to create any contractual obligation by either party. The terms of this agreement are as follows:

EMPLOYMENT AGREEMENT
Employment Agreement • November 16th, 2022 • Saga Communications Inc • Radio broadcasting stations • Michigan

This Employment Agreement (“Agreement”) is made and entered into as of November 16, 2022 by and between Christopher Forgy (“Executive”) and SAGA COMMUNICATIONS, INC., a Florida corporation (“Company”). In consideration of the mutual covenants, promises and obligations set forth herein, the parties agree as follows:

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 9th, 2018 • Saga Communications Inc • Radio broadcasting stations

THIS FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of September 1, 2017 (this "Amendment"), is among SAGA COMMUNICATIONS, INC. (the "Borrower"), the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the "Administrative Agent").

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AMENDMENT NO. 4
Saga Communications Inc • February 17th, 2010 • Radio broadcasting stations • New York

AMENDMENT NO. 4 (this “Amendment”), dated as of February 11, 2010, to the Credit Agreement, dated as of July 29, 2003, among SAGA COMMUNICATIONS, INC. (the “Borrower”), the LENDERS party thereto, BANK OF AMERICA, N.A., as Documentation Agent, and THE BANK OF NEW YORK MELLON, as Administrative Agent, as amended by Amendment No. 1, dated as of May 24, 2005, Amendment No. 2, dated as of May 16, 2006, and Amendment No. 3 and Consent No. 1, dated as of March 9, 2009 (as so amended and as hereafter amended, supplemented or otherwise modified, the “Credit Agreement”).

EMPLOYMENT AGREEMENT
Employment Agreement • August 9th, 2011 • Saga Communications Inc • Radio broadcasting stations • Michigan

This Employment Agreement is dated June 17, 2011 and replaces and supersedes the present employment agreement effective April 1, 2009, between Saga Communications, Inc. (the Corporation) and Edward K. Christian (Christian) (2009 Employment Agreement), the Amendment to Employment Agreement dated March 31, 2009 (Amendment) and all other agreements between Christian and the Corporation.

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 14th, 2016 • Saga Communications Inc • Radio broadcasting stations • Michigan

This Change in Control Agreement (this “Agreement”) between SAGA COMMUNICATIONS, INC. (the “Corporation”) and the undersigned executive (“Executive”) is effective on the date set forth following the parties’ signatures below.

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • June 6th, 2013 • Saga Communications Inc • Radio broadcasting stations • New York

This FIRST AMENDMENT TO CREDIT AGREEMENT (this “First Amendment”) dated as of May 31, 2013 made by and among SAGA COMMUNICATIONS, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., as Administrative Agent (the “Agent”), Swingline Lender and L/C Issuer and a Lender, JPMORGAN CHASE BANK, N.A., as Syndication Agent and a Lender, and HUNTINGTON NATIONAL BANK, as Documentation Agent and a Lender, PEOPLES UNITED BANK, as a Lender, and the other Lenders from time to time party thereto.

ASSET PURCHASE AGREEMENT by and among SAGA BROADCASTING, LLC and SAGA QUAD STATES COMMUNICATIONS, LLC as Seller, SAGA COMMUNICATIONS, INC. as Guarantor (for the limited purposes described herein) and EVENING TELEGRAM COMPANY D/B/A MORGAN MURPHY MEDIA...
Asset Purchase Agreement • May 10th, 2017 • Saga Communications Inc • Radio broadcasting stations • Delaware

This Asset Purchase Agreement (this “Agreement”), dated as of May 9, 2017, is made and entered into by and among (i) Saga Broadcasting, LLC, a Delaware limited liability company (“Saga Broadcasting”) and Saga Quad States Communications, LLC, a Delaware limited liability company (“Saga Quad States”) (together, Saga Broadcasting and Saga Quad States are the “Seller”), (ii) Evening Telegram Company d/b/a Morgan Murphy Media a Wisconsin corporation (“Buyer”), and (iii) solely as to Section 6.23, Saga Communications, Inc., a Delaware corporation (“Guarantor”).

AMENDMENT NO. 1 AND WAIVER NO. 1
Saga Communications Inc • May 12th, 2008 • Radio broadcasting stations • New York

AMENDMENT NO. 1 (this “Amendment and Waiver”), dated as of May 24, 2005, under the Credit Agreement, dated as of July 29, 2003, among Saga Communications, Inc. (the “Borrower”), the Lenders party thereto, Union Bank of California, N.A., as Syndication Agent, Fleet National Bank, as Documentation Agent, and The Bank of New York, as Administrative Agent (as amended, supplemented or otherwise modified, the “Credit Agreement”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 10th, 2017 • Saga Communications Inc • Radio broadcasting stations • Michigan

ASSET PURCHASE AGREEMENT (“Agreement”) dated May 9, 2017 (“Effective Date”), by and among (i) APEX MEDIA CORPORATION, a South Carolina corporation (“AMC”), (ii) PEARCE DEVELOPMENT, LLC, f/k/a Apex Real Property, LLC, a South Carolina limited liability company (“ARP” and, collectively with AMC, the “Sellers”), (iii) Saga Quad States Communications, LLC, a Delaware limited liability company (“Buyer”) and (iv) solely as to Section 13.9, G. Dean Pearce, individually (“Owner”).

AMENDMENT NO. 3 AND CONSENT NO. 1
Saga Communications Inc • March 13th, 2009 • Radio broadcasting stations • New York

AMENDMENT NO. 3 AND CONSENT NO. 1 (this “Amendment”), dated as of March 9, 2009, to and under the Credit Agreement, dated as of July 29, 2003, among SAGA COMMUNICATIONS, INC. (the “Borrower”), the LENDERS party thereto, BANK OF AMERICA, N.A., as Documentation Agent, and THE BANK OF NEW YORK MELLON (formerly The Bank of New York), as Administrative Agent, as amended by Amendment No. 1, dated as of May 24, 2005, and Amendment No. 2, dated as of May 16, 2006 (as so amended and as hereafter amended, supplemented or otherwise modified, the “Credit Agreement”).

August 21, 2022
Saga Communications Inc • August 25th, 2022 • Radio broadcasting stations

This Letter of Employment is intended to summarize the terms under which you would agree to serve as the Company’s Interim President and Chief Executive Officer. This letter is not intended to serve as an employment contract, nor is it intended to create any contractual obligation by either party. The terms of this agreement are as follows:

EMPLOYMENT AGREEMENT
Employment Agreement • January 4th, 2008 • Saga Communications Inc • Radio broadcasting stations • Michigan

THIS SUCCESSIVE EMPLOYMENT AGREEMENT is dated as of December 28, 2007 (the “Successive Agreement”), effective as of April 1, 2009 (the “Effective Date”), between SAGA COMMUNICATIONS, INC. (the “Corporation”) and EDWARD K. CHRISTIAN (“Christian”).

FORM OF STOCK OPTION AGREEMENT
Form of Stock Option Agreement • October 18th, 2013 • Saga Communications Inc • Radio broadcasting stations

THIS AGREEMENT, made as of ________________, 201__, by and between SAGA COMMUNICATIONS, INC., a Delaware corporation (the “Corporation”), and ______________________________ (the “Optionee”).

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • May 12th, 2020 • Saga Communications Inc • Radio broadcasting stations

This AGREEMENT AND PLAN OF MERGER, dated as of May 11, 2020 (the “Merger Agreement”), is made by and between Saga Communications Reincorporation, Inc., a Florida corporation (“Saga Communications Florida”), and Saga Communications, Inc., a Delaware corporation (“Saga Communications Delaware”). Saga Communications Florida and Saga Communications Delaware are sometimes referred to in this Agreement as the “Constituent Corporations.” Saga Communications Florida is a wholly-owned subsidiary of Saga Communications Delaware.

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