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Exhibit 99.4
GUARANTY AGREEMENT
THIS GUARANTY AGREEMENT (this "Guaranty") is made and delivered as of
this 31/st/ day of December, 2002, by SPANISH BROADCASTING SYSTEM, INC., a
Delaware corporation ("Guarantor") in favor of BIG CITY RADIO, INC., a Delaware
corporation ("BCR") and BIG CITY RADIO-CHI, L.L.C., a Delaware limited liability
company ("BCR-CHI"; BCR together with BCR-CHI, "Seller").
WHEREAS, Seller has entered into an Asset Purchase Agreement, dated as of
even date herewith (the "Asset Purchase Agreement") with Spanish Broadcasting
System of Illinois, Inc., a Delaware corporation ("Purchaser");
WHEREAS, BCR-CHI has entered into a Time Brokerage Agreement, dated as of
even date herewith (the "Time Brokerage Agreement") with Purchaser, which shall
become effective as of January 6, 2003; and
WHEREAS, Guarantor is the parent corporation of Purchaser and desires
that Seller execute the Asset Purchase Agreement and that BCR-CHI execute the
Time Brokerage Agreement.
NOW, THEREFORE, for value received, Guarantor hereby agrees as follows:
1. Guarantor irrevocably and unconditionally guarantees to Seller the
prompt performance and payment when due of all of Purchaser's obligations under
the Asset Purchase Agreement and the Time Brokerage Agreement (the
"Obligations"), including but not limited to the payment of the purchase price
and fee thereunder.
2. The obligations of Guarantor under this Guaranty shall be
absolute, unconditional and irrevocable, and shall remain in full force and
effect until the Obligations shall have been satisfied in full, it being the
express purpose and intent of Guarantor that its obligations hereunder shall not
be discharged except by payment, performance, discharge or other satisfaction in
full of all of Guarantor's obligations hereunder. Such obligations shall not be
in any manner whatsoever affected, modified or impaired by the happening from
time to time of any assignment of Purchaser's Obligations to a third party or
any event or action that would, in the absence of this clause, result in the
release or discharge of Guarantor, by operation of law or otherwise, from the
performance of observance of any obligation, covenant or agreement contained in
this Guaranty, or the default
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or failure of Guarantor to perform fully any obligations set forth in this
Guaranty.
3. Guarantor waives diligence, presentment, protest, notice, demand,
dishonor and notice of dishonor and any other defenses available to it hereunder
as a surety and agrees to be bound to the Obligations as fully as if it were a
co-obligor. The parties to the Asset Purchase Agreement and the Time Brokerage
Agreement may enter into any amendment, w






