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THIRD SUPPLEMENTAL INDENTURE

Addendum or Modifications

THIRD SUPPLEMENTAL INDENTURE | Document Parties: TICKETMASTER ENTERTAINMENT, INC | THE BANK OF NEW YORK MELLON You are currently viewing:
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TICKETMASTER ENTERTAINMENT, INC | THE BANK OF NEW YORK MELLON

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Title: THIRD SUPPLEMENTAL INDENTURE
Governing Law: New York     Date: 8/13/2009
Industry: Computer Services     Sector: Technology

THIRD SUPPLEMENTAL INDENTURE, Parties: ticketmaster entertainment  inc , the bank of new york mellon
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Exhibit 10.3

 

 

 

 

THIRD SUPPLEMENTAL INDENTURE

 

Dated as of July 23, 2009

 

among

 

TICKETMASTER ENTERTAINMENT, INC.

 

The Guarantors Party Hereto

 

and

 

THE BANK OF NEW YORK MELLON,

 

as Trustee

 

 

 



 

THIS THIRD SUPPLEMENTAL INDENTURE (this “ Supplemental Indenture ”), entered into as of July 23, 2009, among TICKETMASTER ENTERTAINMENT, INC. , a Delaware corporation formerly known as Ticketmaster (the “ Issuer ”), the guarantors party hereto (the “ Guarantors ”), and THE BANK OF NEW YORK MELLON , as trustee (the “ Trustee ”).

 

RECITALS

 

WHEREAS, the Issuer, the guarantors named therein and the Trustee entered into the Indenture, dated as of July 28, 2008 (the “ Indenture ”), relating to the Issuer’s 10.75% Senior Notes due 2016 (the “ Notes ”);

 

WHEREAS, the Issuer, the guarantors named therein and the Trustee entered into the First Supplemental Indenture, dated as of August 20, 2008 (the “ First Supplemental Indenture ”), pursuant to which FLMG Holdings Corp., a Delaware corporation, unconditionally guaranteed all of the Issuer’s obligations under the Notes and the Indenture on the terms set forth in the Indenture;

 

WHEREAS, the Issuer, the guarantors named therein and the Trustee entered into the Second Supplemental Indenture, dated as of April 30, 2009 (the “ Second Supplemental Indenture ”), pursuant to which certain Domestic Restricted Subsidiaries unconditionally guaranteed all of the Issuer’s obligations under the Notes and the Indenture on the terms set forth in the Indenture;

 

WHEREAS, Front Line Management Group, Inc., a Guarantor and subsidiary of the Issuer, has formed Morris Artists Management LLC, a Delaware limited liability company (the “ New Guarantor ”), and the New Guarantor became a Domestic Restricted Subsidiary of the Issuer;

 

WHEREAS, as a result of the formation of the New Guarantor and its subsequent acquisition of certain assets from third parties, Sections 4.13 and 9.01 of the Indenture require the New Guarantor to execute and deliver to the Trustee this Supplemental Indenture pursuant to which the New Guarantor shall unconditionally guarantee all of the Issuer’s obligations under the Notes and the Indenture on the terms set forth in the Indenture;

 

WHEREAS, the Issuer changed its name from Ticketmaster to Ticketmaster Entertainment, Inc. on October 29, 2008;

 

WHEREAS, the Issuer desires to amend the Notes pursuant to Section 9.01 of the Indenture to reflect the change in the Issuer’s name and for the Trustee to place an appropriate notation on the Notes pursuant to Section 9.05 of the Indenture to reflect the change in the Issuer’s name;

 

WHEREAS, the Guarantors, including the New Guarantor, and the Issuer have requested that the Trustee execute and deliver this Supplemental Indenture; and

 

1



 

WHEREAS, all things necessary have been done to make this Supp


 
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