STOCK PURCHASE AGREEMENT BY AND AMONG ACME TELEVISION HOLDINGS, L.L.C. ("PURCHASER"), KOPLAR COMMUNICATIONS, INC. ("COMPANY")Stock Purchase Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Missouri
LEASE AGREEMENT This LEASE AGREEMENT, made and entered into as of the 14TH day of JULY, 1997 by and between Richardson V. Turner, of Knoxville, Tennessee ("Lessor"), and ACME TELEVISION OF TENNESSEE, LLC a TENNESSEE corporation, having its principal...Lease Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Tennessee
CONSULTING AGREEMENT THIS AGREEMENT is made as of the 17th day of June, 1997 by and between ACME TELEVISION HOLDINGS, LLC, a Delaware limited liability company, with offices at 2450 Kiser, Tustin, California 92782 (hereinafter "Company") and JAMIE...Consulting Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • California
ESCROW AGREEMENT THIS ESCROW AGREEMENT ("Agreement") is made and entered into this eighth day of September, 1997 among Koplar Communications, Inc. ("Koplar"), a CORPORATION organized under the laws of Missouri, the shareholders of Koplar (the "Selling...Escrow Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Missouri
ARTICLE IPurchase Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Florida
MANAGEMENT AGREEMENT This Agreement ("Agreement") is dated this 6th day of February 1997 and is by and between Channel 32 Incorporated (the " Licensee"), a corporation formed under the laws of the State of Oregon, and NEWCO of Oregon, Inc....Management Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Oregon
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • New Mexico
ESCROW AGREEMENT THIS ESCROW AGREEMENT, dated as of May 28, 1997 (the "Closing Date"), among ACME TELEVISION LICENSES OF TENNESSEE, LLC, a Tennessee limited liability company, and ACME TELEVISION OF TENNESSEE, LLC, a Tennessee limited liability...Escrow Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Florida
INDENTUREAcme Intermediate Holdings LLC • November 14th, 1997 • New York
ACME INTERMEDIATE HOLDINGS, LLC a Delaware limited liability company AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated September 24, 1997Acme Intermediate Holdings LLC • November 14th, 1997 • Delaware
RECITALS:Noncompetition Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Oregon
ACME INTERMEDIATE HOLDINGS, LLC ACME INTERMEDIATE FINANCE INC. Units Consisting of $71,634,000 Principal Amount at Maturity of 12% Senior Secured Discount Notes due 2005 and 71,634 Membership UnitsAcme Intermediate Holdings LLC • November 14th, 1997 • New York
REGISTRATION RIGHTS AGREEMENT Dated as of September 30, 1997 by and among ACME INTERMEDIATE HOLDINGS, LLC, ACME INTERMEDIATE FINANCE, INC.Registration Rights Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • New York
AGREEMENTAgreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Missouri
AGREEMENT OF LEASE AGREEMENT OF LEASE made this 16 day of May, 1986 (herein called the "Lease"), between CBS INC., a New York corporation with offices located at 51 West 52 Street, New York, New York (herein called "CBS"), and KOPLAR COMMUNICATIONS...Agreement of Lease • November 14th, 1997 • Acme Intermediate Holdings LLC • Missouri
COMMERCIAL LEASE THIS LEASE, MADE AND ENTERED INTO, THIS 1st DAY OF January 1994, BY AND BETWEEN Koplar Properties Inc., a Missouri corporation PARTIES HEREINAFTER CALLED LESSOR, AND Koplar Communications, Inc., a Missouri corporation HEREINAFTER...Commercial Lease • November 14th, 1997 • Acme Intermediate Holdings LLC
THIS LEASE, MADE AND ENTERED INTO, THIS 1st DAY OF January 1994, BY AND BETWEEN Koplar Properties Inc., a Missouri corporation PARTIES HEREINAFTER CALLED LESSOR, AND
SECURITIES PLEDGE AGREEMENT THIS SECURITIES PLEDGE AGREEMENT (the "AGREEMENT"), dated as of September 30, 1997 made by ACME Intermediate Holdings, LLC, a Delaware limited liability Company ("ACME Intermediate") having an office at 650 Town Center...Securities Pledge Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • New York
AMENDMENT This Amendment is made this 25th day of April 1997 by and among Channel 32 Incorporated ("Seller") and Acme Television Holdings of Oregon, L.L.C. ("Buyer"). WHEREAS, Seller and Buyer executed that certain Asset Purchase Agreement (the...Amendment • November 14th, 1997 • Acme Intermediate Holdings LLC
AGREEMENT OF LEASE THIS AGREEMENT OF LEASE, made and entered into this the 20th day of March, 1997, by and between, Don O. Collins, d/b/a Tennessee Valley Communications ("Lessor") and Crossville TV Limited Partnership ("Lessee") a Florida limited...Agreement of Lease • November 14th, 1997 • Acme Intermediate Holdings LLC
STATION AFFILIATION AGREEMENT Dated as of June 10, 1997 ACME Holdings of Oregon, LLC 10255 SW Arctic Drive Beaverton, Oregon 97005 Attention: Doug Gealy The following shall comprise the agreement between The WB Television Network Partners, L.P. dba...Station Affiliation Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • California
EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of the 17th day of June, 1997 by and between ACME TELEVISION HOLDINGS, LLC, a Delaware limited liability company, with offices at 2450 Kiser, Tustin, California 92782 (hereinafter "Company") and DOUGLAS...Employment Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • California
COMMERCIAL BUILDING LEASE This lease (the "Lease"), dated June 17, 1997, by and between Peregrine Communications, Ltd. an Oregon corporation ("Landlord") and ACME Television Holdings of Oregon, L.L.C. an Oregon limited liability company ("Tenant"), is...Building Lease • November 14th, 1997 • Acme Intermediate Holdings LLC • Oregon
CONSENT OF PERSON TO BE APPOINTED MEMBER OF BOARD OF ADVISORS Pursuant to Section 3.03 of the Limited Liability Company Agreement, as amended (the "LLC Agreement"), of ACME Television Holdings, LLC, a Delaware limited liability company (the...Acme Intermediate Holdings LLC • November 14th, 1997
Pursuant to Section 3.03 of the Limited Liability Company Agreement, as amended (the "LLC Agreement"), of ACME Television Holdings, LLC, a Delaware limited liability company (the "Company"), the undersigned hereby evidences his prior consent to being appointed a member of the Board of Advisors of the Company upon consummation of the Salt Lake City Acquisition as defined in Article I of the LLC Agreement to serve until his resignation, removal or death and consents to being identified as being appointed a member of the Board of Advisors of the Company upon consummation of the Salt Lake City Acquisition as defined in Article I of the LLC Agreement in the Registration Statement filed on Form S-4 of ACME Intermediate Holdings, LLC and ACME Intermediate Finance, Inc. and the Registration Statement filed on Form S-4 of ACME Television, LLC, ACME Finance Corporation, and the additional registrants named therein.
AMENDMENTManagement Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC
MEMBERSHIP CONTRIBUTION AGREEMENTMembership Contribution Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • Delaware
September 2, 1986 Mr. Larry D. Marcus Vice President, Business Affairs Koplar Communications, Inc. 4935 Lindell Boulevard St. Louis, MO 63108 Dear Larry: The Agreement of Lease between Viacom Broadcasting of Missouri Inc. ("Viacom") as...Acme Intermediate Holdings LLC • November 14th, 1997
FIRST MODIFICATION TO AGREEMENT OF LEASE (With Owner Consent)First Modification to Agreement of Lease • November 14th, 1997 • Acme Intermediate Holdings LLC
AMENDMENT This Amendment is made this 2nd day of June, 1997 by and between ACME Television Holdings of Oregon, L.L.C. ("ACME") and Channel 32 Incorporated ("Channel 32"). WHEREAS, NewCo of Oregon, Inc. and Channel 32 entered into a certain Asset...Acme Intermediate Holdings LLC • November 14th, 1997
CONSENT OF PERSON TO BE APPOINTED MEMBER OF BOARD OF ADVISORS Pursuant to Section 3.03 of the Limited Liability Company Agreement, as amended (the "LLC Agreement"), of ACME Television Holdings, LLC, a Delaware limited liability company (the...Acme Intermediate Holdings LLC • November 14th, 1997
Pursuant to Section 3.03 of the Limited Liability Company Agreement, as amended (the "LLC Agreement"), of ACME Television Holdings, LLC, a Delaware limited liability company (the "Company"), the undersigned hereby evidences his prior consent to being appointed a member of the Board of Advisors of the Company upon consummation of the St. Louis Acquisition as defined in Article I of the LLC Agreement to serve until his resignation, removal or death and consents to being identified as being appointed a member of the Board of Advisors of the Company upon consummation of the St. Louis Acquisition as defined in Article I of the LLC Agreement in the Registration Statement filed on Form S-4 of ACME Intermediate Holdings, LLC and ACME Intermediate Finance, Inc. and the Registration Statement filed on Form S-4 of ACME Television, LLC, ACME Finance Corporation, and the additional registrants named therein.
amongMembership Unitholders Agreement • November 14th, 1997 • Acme Intermediate Holdings LLC • New York
