ESCROW AGREEMENTEscrow Agreement • August 5th, 2019 • Sinclair Broadcast Group Inc • Television broadcasting stations • New York
This Agreement is being entered into in connection with (i) the Equity Purchase Agreement, dated as of May 3, 2019 (the “Acquisition Agreement”), by and among The Walt Disney Company, Fox Cable Networks, LLC and Diamond Sports Group, (ii) the Purchase Agreement, dated July 19, 2019, by and among the Issuers, the guarantors party thereto and J.P. Morgan Securities LLC as representative on behalf of the several Initial Purchasers named in Schedule 1 thereto (collectively, the “Initial Purchasers”), (iii) the Indenture, dated as of the date hereof (the “Secured Notes Indenture”), by and among the Issuers, the guarantors party thereto, the Trustee and U.S. Bank National Association, as collateral agent, governing the Issuers’ $3,050,000,000 aggregate principal amount of 5.375% Senior Secured Notes due 2026 (the “Secured Notes”) and (iv) the Indenture, dated as of the date hereof (the “Senior Notes Indenture” and, together with the Secured Notes Indenture, the “Indentures”), by and among th
INDENTURE Dated as of August 2, 2019 Among DIAMOND SPORTS GROUP, LLC and DIAMOND SPORTS FINANCE COMPANY, as Issuers, and U.S. BANK NATIONAL ASSOCIATION, as Trustee and Notes Collateral Agent 5.375% SENIOR SECURED NOTES DUE 2026Indenture • August 5th, 2019 • Sinclair Broadcast Group Inc • Television broadcasting stations • New York
Exhibit D-1 Form of Effective Date Supplemental Indenture Exhibit D-2 Form of Supplemental Indenture to be Delivered by Subsequent Guarantors
INDENTURE Dated as of August 2, 2019 Among DIAMOND SPORTS GROUP, LLC and DIAMOND SPORTS FINANCE COMPANY, as Issuers, and U.S. BANK NATIONAL ASSOCIATION, as Trustee 6.625% SENIOR NOTES DUE 2027Indenture • August 5th, 2019 • Sinclair Broadcast Group Inc • Television broadcasting stations • New York
Exhibit D-1 Form of Effective Date Supplemental Indenture Exhibit D-2 Form of Supplemental Indenture to be Delivered by Subsequent Guarantors
