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Exhibit 10.15.2
30 Rockefeller Plaza A Division of
New York, NY 10112 National Broadcasting
212 664-4444 Company, Inc.
NBC
TV NETWORK
March 2, 1998
LIN Television Corporation and
WAVY-TV, Inc.
c/o WAVY-TV
300 Wavy Street
Portsmouth, Virginia 23704
Re: WAVY-TV (Norfolk, Virginia)
Gentlemen:
In connection with the Affiliation Agreement (the "Agreement") dated
April 12, 1995 between NBC Television Network ("NBC") and LIN Television
Corporation and WAVY-TV, Inc., licensee of television broadcast station WAVY-TV
(collectively, the "Station"), and the related side letter of even date
therewith, NBC and the Station agree to the following provisions and to amend
the Agreement, effective as of the date hereof, as set forth below:
1. The expiration date of the term set forth in Paragraph 1 of the
Agreement is hereby changed from November 14, 2004 (the "Original Expiration
Date") to December 31, 2010.
2. Notwithstanding anything to the contrary set forth in Paragraph 5 of
the Agreement, during the twelve-month period commencing on the Original
Expiration Date and each subsequent twelve-month period thereafter during the
term of the Agreement, the aggregate amount of compensation payable by NBC to
the Station shall be equal to the greater of (i) the aggregate amount of
compensation actually paid by NBC to the Station during the twelve-month period
immediately preceding the original Expiration Date and (ii) an amount equal to
(a) the Compensation Factor (as defined below) for such twelve-month period
multiplied by (b) the Station's then-current NBC Percent as determined in
accordance
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with Exhibit A annexed hereto and made a part hereof (the "NBC Percent") . For
purposes of this Agreement, the following definitions shall also apply:
(a) The "Compensation Factor" for any twelve-month period referred
to above shall be an amount equal to (i) the aggregate compensation actually
paid by NBC during the immediately preceding twelve-month period to all NBC
Affiliates in the Measured Markets (as defined below) divided by (ii) the sum of
all such NBC Affiliates' respective NBC Percents.
(b) The "Measured Markets" for purposes of any calculation hereunder
shall mean the ten markets immediately above the Station and the ten markets
immediately below the station, when ranked on the basis of their total audience
delivery of the NBC Television Network.
3. The Station hereby agrees to enter into good faith negotiations with
NBC with respect to the appointment and authorization of NBC regarding the
negotiation of agreements related to the grant of retransmission rights to the
broadcast signal of the Station with multiple system operators ("MSO's") and
other cable television systems whose subscribers are located within or without
the ADI of the Station who would be able to receive the Station's signal.
4. In the event that at any time during the term of the Agreement, NBC
seeks to replace or supplement its current form of affiliation agreement or
arrangements with the NBC Affiliates, generally, with other contractual
arrangements, including, without limitation, participation in a joint venture or
other similar arrangement between NBC and its NBC Affiliates, Station agrees to
enter into good faith negotiations with NBC with respect to such other
arrangements, so long as the minimum number of NBC Affiliates whose consent to
such arrangements is determined to be required by NBC have agreed to so
participate.
5. Each defined term used herein without definition shall have the
meaning assigned to such term in the Agreement.
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Except as provided herein, the Agreement is hereby affirmed and shall
remain in full force and effect.
Very truly yours,
NBC TELEVISION NETWORK
By:
--------------------------------
Name:
Title:
The foregoing has been reviewed
by, and is acceptable to:
LIN TELEVISION CORPORATION
By:
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Name: Deborah R. Jacobson
Title: VP Corporate Development
and Treasurer
WAVY-TV, INC.
By:
--------------------------------
Name: Deborah R. Jacobson
Title: VP Corporate Development
and Treasurer
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