EX-4.6(d)



 Exhibit 4.6(d) 

REPRESENTATIVE SUPPLEMENT NO. 4 dated as of August 29, 2012 to the FIRST-LIEN INTERCREDITOR AGREEMENT dated as of July 9, 2009 as
supplemented by the joinder agreement, dated as of October 26, 2010, the supplement dated as of February 14, 2011, the supplement dated as of May 9, 2011 and the supplement dated as of February 7, 2012 (the “First-Lien
Intercreditor Agreement”), among Univision Communications Inc., a Delaware corporation (the “Company”), Univision of Puerto Rico Inc., a Delaware corporation (the “Subsidiary Borrower”), certain subsidiaries and affiliates
of the Company (each a “Grantor”), Deutsche Bank AG New York Branch, as Collateral Agent for the First-Lien Secured Parties under the First-Lien Security Documents (in such capacity, the “Collateral Agent”), Deutsche Bank AG New
York Branch, as Authorized Representative for the Credit Agreement Secured Parties, Wilmington Trust, National Association, as successor by merger to Wilmington Trust FSB, as Initial Additional Authorized Representative, and the additional
Authorized Representatives from time to time a party thereto. 
 A. Capitalized terms used herein but not otherwise defined herein shall
have the meanings assigned to such terms in the First-Lien Intercreditor Agreement. 
 B. As a condition to the ability of the Company and
the Subsidiary Borrower to incur Additional First-Lien Obligations under the 6 3⁄4% Senior Secured Notes (the “Notes”) to be issued by the Company
pursuant to the Indenture dated as of the date hereof (the “Indenture”) among the Company, certain other parties thereto, Wilmington Trust, National Association, as Trustee (the “Trustee”) and to secure such Additional First-Lien
Obligations under the Indenture and the Notes (such Additional First-Lien Obligations being referred to herein as “Senior Class Debt”) with the Senior Lien and to have such Senior Class Debt guaranteed by the Grantors on a senior basis, in
each case under and pursuant to the First-Lien Security Documents relating to the Additional First-Lien Obligations, the Trustee acting as the Senior Class Debt Representative in respect of such Senior Class Debt is required to become an Authorized
Representative under, and such Senior Class Debt and the Senior Class Debt Parties in respect thereof are required to become subject to and bound by, the First-Lien Intercreditor Agreement and the First-Lien Security Documents relating to the
Additional First-Lien Obligations. Section 5.13 of the First-Lien Intercreditor Agreement provides that such Senior Class Debt Representative may become an Authorized Representative under, and such Senior Class Debt and such Senior Class Debt
Parties may become subject to and bound by, the First-Lien Intercreditor Agreement and the First-Lien Security Documents relating to the Additional First-Lien Obligations, pursuant to the execution and delivery by the Senior Class Representative of
an instrument in the form of this Supplement and the satisfaction of the other conditions set forth in Section 5.13 of the First-Lien Intercreditor Agreement. The undersigned Senior Class Debt Representative (the “New Representative”)
is executing this Representative Supplement in accordance with the requirements of the First-Lien Intercreditor Agreement and the First-Lien Security Documents. 

Accordingly, the Collateral Agent and the New Representative agree as follows: 

SECTION 1. In accordance with Section 5.13 of the First-Lien Intercreditor Agreement, the New Representative by its signature below
becomes an Authorized Representative under, and the related Senior Class Debt and Senior Class Debt Parties become subject to and bound by, the First-Lien Intercreditor Agreement and the First-Lien Security Documents relating to the Additional
First-Lien Obligations with the same force and effect as if the New Representative 







 
had originally been named therein as an Authorized Representative, and the New Representative, on behalf of itself and such Senior Class Debt Parties, hereby agrees to all the terms and
provisions of the First-Lien Intercreditor Agreement and the First-Lien Security Documents relating to the Additional First-Lien Obligations applicable to it as an Authorized Representative and to the Senior Class Debt Parties that it represents as
Additional First-Lien Secured Parties. Each reference to an “Authorized Representative” in the First-Lien Intercreditor Agreement shall be deemed to include the New Representative. The First-Lien Intercreditor Agreement is hereby
incorporated herein by reference. 
 SECTION 2. The New Representative represents and warrants to the Collateral Agent and the other
First-Lien Secured Parties that (i) it has full power and authority to enter into this Representative Supplement, in its capacity as trustee under the Indenture; (ii) this Representative Supplement has been duly authorized, executed and
delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with the terms of such Agreement; and (iii) the Additional First-Lien Documents relating to such Senior Class Debt provide that, upon
the New Representative’s entry into this Agreement, the Senior Class Debt Parties in respect of such Senior Class Debt will be subject to and bound by the provisions of the First-Lien Intercreditor Agreement as Additional First-Lien Secured
Parties. Based solely on the authority given to it under Section 12.02 of the Indenture, the New Representative hereby irrevocably appoints and authorizes the Collateral Agent to act as collateral agent its behalf and on behalf of the Senior
Class Debt Parties and to exercise such powers under the Collateral Agreement dated as of July 9, 2009 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”), among the
Company, the Collateral Agent and certain other parties thereto, and the other First-Lien Security Documents relating to Additional First-Lien Obligations as are delegated to the Collateral Agent by the terms thereof, together with all such powers
as are reasonably incidental thereto. 
 SECTION 3. Within 60 days following the date hereof, with respect to each real property identified
as “Mortgaged Property” on Schedule VII of the Security Agreement, the Company or the applicable Grantor shall provide to the Collateral Agent (i) an amendment to each existing mortgage for purposes of ensuring the Notes Obligations
(as defined in the Indenture) are entitled to the benefits of the Liens created by such mortgages and (ii) an Opinion of Counsel (as defined in the Indenture) from the jurisdiction in which each such property is located, substantially similar
to those provided with respect to the 2019 Notes and the 2020 Notes (as defined in the Indenture), except concerning matters relating to the Notes and the mortgages as amended by such amendments. 

SECTION 4. This Representative Supplement may be executed in counterparts, each of which shall constitute an original, but all of which when
taken together shall constitute a single contract. This Representative Supplement shall become effective when the Collateral Agent shall have received a counterpart of this Representative Supplement that bears the signature of the New
Representative. Delivery of an executed signature page to this Representative Supplement by facsimile transmission or other electronic transmission (including “.pdf’ or “.tif” format) shall be effective as delivery of a manually
signed counterpart of this Representative Supplement. 

  
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 SECTION 5. Except as expressly supplemented hereby, the First-Lien Intercreditor Agreement shall
remain in full force and effect. 
 SECTION 6. THIS REPRESENTATIVE SUPPLEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE
LAWS OF THE STATE OF NEW YORK. 
 SECTION 7. In case any one or more of the provisions contained in this Representative Supplement should be
held invalid, illegal or unenforceable in any respect, no party hereto shall be required to comply with such provision for so long as such provision is held to be invalid, illegal or unenforceable, but the validity, legality and enforceability of
the remaining provisions contained herein and in the First-Lien Intercreditor Agreement shall not in any way be affected or impaired. The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable
provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions. 

SECTION 8. All communications and notices hereunder shall be in writing and given as provided in Section 5.01 of the First-Lien
Intercreditor Agreement. All communications and notices hereunder to the New Representative shall be given to it at the address set forth below its signature hereto. 

SECTION 9. The Company and the Subsidiary Borrower agree to reimburse the Collateral Agent for its reasonable out-of-pocket expenses in
connection with this Representative Supplement, including the reasonable fees, other charges and disbursements of counsel for the Collateral Agent, in each case as provided for (and subject to) Section 7.04 of the Security Agreement. 

SECTION 10. The recitals contained herein shall be taken as the statements of the Company and the Trustee assumes no responsibility for their
correctness. The Trustee makes no representations as to the validity or sufficiency of this Representative Supplement No. 4. 

  
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 IN WITNESS WHEREOF, the New Representative and the Collateral Agent have duly executed this
Representative Supplement to the First-Lien Intercreditor Agreement as of the day and year first above written. 
  

			
	 WILMINGTON TRUST, NATIONAL

ASSOCIATION,
 in its capacity as Trustee

under the Indenture,
 as New Representative for

the holders of the Notes,

		
	By:		/s/ Timothy P. Mowdy
			 Name:   Timothy P. Mowdy
 Title:
    Administrative Vice President

	
	 Address for notices:
 246
Goose Lane, Suite 105
 Guilford, CT 06437-2186
 Attention of:
Joseph O’Donnell
 Telecopy: 203-453-1183
 Copy to:
612-217-5651



 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 







 Acknowledged by: 
  

			
	 DEUTSCHE BANK AG NEW YORK BRANCH,

as Collateral Agent,

		
	By:		Susan LeFevre
			 Name:   Susan LeFevre
 Title:
    Managing Director


  

			
		
	By:		/s/ Marguerite Sutton
			 Name:  Marguerite Sutton

Title:    Director


 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 








			
	 UNIVISION COMMUNICATIONS INC.,
 as
Company

		
	By:		/s/ Peter H. Lori
			 Name:   Peter H. Lori
 Title:
    Executive Vice President, Corporate

              Controller and Chief Accounting Officer


 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 







 
			
	 KCYT-FM LICENSE CORP.
 KECS-FM
LICENSE CORP.
 KESS-AM LICENSE CORP.
 KESS-TV LICENSE CORP.

KHCK-FM LICENSE CORP.
 KICI-AM LICENSE CORP.

KICI-FM LICENSE CORP.
 KLSQ-AM LICENSE CORP.

KLVE-FM LICENSE CORP.
 KMRT-AM LICENSE CORP.

KTNQ-AM LICENSE CORP.
 LICENSE CORP. NO. 1

LICENSE CORP. NO. 2
 SERVICIO DE INFORMACION
    PROGRAMATIVA, INC.
 TICHENOR LICENSE CORPORATION

TMS LICENSE CALIFORNIA, INC.
 UNIVISION RADIO CORPORATE SALES,
INC. UNIVISION RADIO FRESNO, INC.
 UNIVISION RADIO GP, INC.

UNIVISION RADIO HOUSTON LICENSE     CORPORATION

UNIVISION RADIO INVESTMENTS, INC. UNIVISION RADIO LAS VEGAS, INC. UNIVISION RADIO LICENSE CORPORATION UNIVISION RADIO LOS ANGELES, INC. UNIVISION RADIO NEW
MEXICO, INC. UNIVISION RADIO NEW YORK, INC. UNIVISION RADIO PHOENIX, INC.
 UNIVISION RADIO SAN DIEGO, INC. UNIVISION RADIO SAN FRANCISCO, INC. WADO RADIO,
INC.
 WADO-AM LICENSE CORP.
 WLXX-AM LICENSE CORP.

WPAT-AM LICENSE CORP.
 WQBA-AM LICENSE CORP.

WQBA-FM LICENSE CORP.

		
	By:		/s/ Peter H. Lori
			 Name:  Peter H. Lori
 Title:
   Senior Vice President, Chief
              Accounting
Officer



 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 








			
	 		TELEFUTURA TAMPA LLC
	 EL TRATO, INC.
		TELEFUTURA TELEVISION GROUP,
	 GALAVISION, INC.
		    INC.
	 HPN NUMBERS, INC.
		THE UNIVISION NETWORK LIMITED
	 KAKW LICENSE PARTNERSHIP, L.P.
		    PARTNERSHIP
	 KDTV LICENSE PARTNERSHIP, G.P.
		UNIVISION ATLANTA LLC
	 KFTV LICENSE PARTNERSHIP, G.P.
		UNIVISION CLEVELAND LLC
	 KMEX LICENSE PARTNERSHIP, G.P.
		UNIVISION EMERGING NETWORKS,
	 KTVW LICENSE PARTNERSHIP, G.P.
		    LLC
	 KUVI LICENSE PARTNERSHIP, G.P.
		UNIVISION FINANCIAL MARKETING,
	 KUVN LICENSE PARTNERSHIP, L.P.
		    INC.
	 KUVS LICENSE PARTNERSHIP, G.P.
		UNIVISION HOME ENTERTAINMENT,
	 KWEX LICENSE PARTNERSHIP, L.P.
		    INC.
	 KXLN LICENSE PARTNERSHIP, L.P.
		UNIVISION INTERACTIVE MEDIA, INC.
	 PTI HOLDINGS, INC.
		UNIVISION INVESTMENTS, INC.
	 STATION WORKS, LLC
		UNIVISION LOCAL MEDIA INC.
	 TELEFUTURA ALBUQUERQUE LLC
		UNIVISION MANAGEMENT CO.
	 TELEFUTURA BAKERSFIELD LLC
		UNIVISION NETWORK PUERTO RICO
	 TELEFUTURA BOSTON LLC
		    PRODUCTION LLC
	 TELEFUTURA D.C. LLC
		UNIVISION NETWORKS & STUDIOS, INC.
	 TELEFUTURA DALLAS LLC
		UNIVISION NEW YORK LLC
	 TELEFUTURA FRESNO LLC
		UNIVISION OF ATLANTA INC.
	 TELEFUTURA HOUSTON LLC
		UNIVISION OF NEW JERSEY INC.
	 TELEFUTURA LOS ANGELES LLC
		UNIVISION OF PUERTO RICO INC.
	 TELEFUTURA MIAMI LLC
		UNIVISION OF RALEIGH, INC.
	 TELEFUTURA NETWORK
		UNIVISION PHILADELPHIA LLC
	 TELEFUTURA OF SAN FRANCISCO, INC.
		UNIVISION PUERTO RICO STATION
	 TELEFUTURA ORLANDO INC.
		    ACQUISITION COMPANY
	 TELEFUTURA PARTNERSHIP OF
		UNIVISION PUERTO RICO STATION
	     DOUGLAS
		    OPERATING COMPANY
	 TELEFUTURA PARTNERSHIP OF
		UNIVISION PUERTO RICO STATION
	     FLAGSTAFF
		    PRODUCTION COMPANY
	 TELEFUTURA PARTNERSHIP OF
		UNIVISION SERVICES, INC.
	     FLORESVILLE
		UNIVISION STUDIOS, LLC
	 TELEFUTURA PARTNERSHIP OF
		UNIVISION TELEVISION GROUP, INC.
	     PHOENIX
		UNIVISION TEXAS STATIONS LLC
	 TELEFUTURA PARTNERSHIP OF SAN
		UNIVISION-EV HOLDINGS, LLC
	     ANTONIO
		    UVN TEXAS L.P.
	 TELEFUTURA PARTNERSHIP OF
		WGBO LICENSE PARTNERSHIP, G.P.
	     TUCSON
		WLTV LICENSE PARTNERSHIP, G.P.
	 TELEFUTURA SACRAMENTO LLC
		WXTV LICENSE PARTNERSHIP, G.P.
	 TELEFUTURA SAN FRANCISCO LLC
		
	 TELEFUTURA SOUTHWEST LLC
		
		
	By:		/s/ Peter H. Lori
			Name:   Peter H. Lori
			Title:     Senior Vice President,
			              Controller and
			              Chief Accounting Officer

 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 







 
			
	 TELEFUTURA CHICAGO LLC
 UNIVISION
RADIO BROADCASTING
 PUERTO RICO, L.P.

UNIVISION RADIO BROADCASTING TEXAS, L.P.

UNIVISION RADIO FLORIDA, LLC
 UNIVISION RADIO ILLINOIS, INC.

UNIVISION RADIO, INC.
 WLII/WSUR LICENSE PARTNERSHIP, G.P. WUVC
LICENSE PARTNERSHIP G.P.

		
	By:		/s/ Peter H. Lori
			 Name:   Peter H. Lori
 Title:
    Vice President, Assistant Secretary and

              Assistant Treasurer



 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 







 
			
	 UNIVISION 24/7, LLC
 UNIVISION
DEPORTES, LLC
 UNIVISION ENTERPRISES, LLC

UNIVISION OF PUERTO RICO REAL ESTATE COMPANY

UNIVISION TLNOVELAS, LLC
 UFERTAS, LLC

		
	By:		/s/ Peter H. Lori
			 Name:   Peter H. Lori

Title:     Executive Vice President, Controller and

              Chief Accounting Officer



 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 








			
	 BROADCAST MEDIA PARTNERS HOLDINGS, INC.,

		
	By:		/s/ Peter H. Lori
			 Name:   Peter H. Lori
 Title:
    Senior Executive Vice President and
               Chief
Financial Officer


 [Signature Page to Representative Supplement No. 4 to the Intercreditor Agreement] 







 Schedule I to the 

Supplement to the 
 First-Lien
Intercreditor Agreement 
 Grantors 

El Trato, Inc. 
 Galavision, Inc. 

HPN Numbers, Inc. 
 KAKW License Partnership, L.P. 

KCYT-FM License Corp. 
 KDTV License Partnership, G.P. 

KECS-FM License Corp. 
 KESS-AM License Corp. 

KESS-TV License Corp. 
 KFTV License Partnership, G.P. 

KHCK-FM License Corp. 
 KICI-AM License Corp. 

KICI-FM License Corp. 
 KLSQ-AM License Corp. 

KLVE-FM License Corp. 
 KMEX License Partnership, G.P. 

KMRT-AM License Corp. 
 KTNQ-AM License Corp. 

KTVW License Partnership, G.P. 
 KUVI License Partnership, G.P.

 KUVN License Partnership, L.P. 
 KUVS License Partnership,
G.P. 
 KWEX License Partnership, L.P. 
 KXLN License
Partnership, L.P. 
 License Corp. No. 1 
 License Corp.
No. 2 
 PTI Holdings, Inc. 
 Servicio de Informacion
Programativa, Inc. 
 Station Works, LLC 
 Telefutura
Albuquerque LLC 
 Telefutura Bakersfield LLC 
 Telefutura
Boston LLC 
 Telefutura Chicago LLC 
 Telefutura D.C. LLC 

Telefutura Dallas LLC 
 Telefutura Fresno LLC 

Telefutura Houston LLC 
 Telefutura Los Angeles LLC 

Telefutura Miami LLC 
 Telefutura Network 

Telefutura of San Francisco, Inc. 







 Telefutura Orlando Inc. 

Telefutura Partnership of Douglas 
 Telefutura Partnership of
Flagstaff 
 Telefutura Partnership of Floresville 
 Telefutura
Partnership of Phoenix 
 Telefutura Partnership of San Antonio 

Telefutura Partnership of Tucson 
 Telefutura Sacramento LLC 

Telefutura San Francisco LLC 
 Telefutura Southwest LLC 

Telefutura Tampa LLC 
 Telefutura Television Group, Inc. 

The Univision Network Limited Partnership 
 Tichenor License
Corporation 
 TMS License California, Inc. 
 Univision 24/7,
LLC 
 Univision Atlanta LLC 
 Univision Cleveland LLC 

Univision Deportes, LLC 
 Univision Emerging Networks, LLC 

Univision Enterprises, LLC 
 Univision Financial Marketing, Inc.

 Univision Home Entertainment, Inc. 
 Univision Interactive
Media, Inc. 
 Univision Investments, Inc. 
 Univision Local
Media Inc. 
 Univision Management Co. 
 Univision Network
Puerto Rico Production LLC 
 Univision Networks & Studios, Inc. 

Univision New York LLC 
 Univision of Atlanta Inc. 

Univision of New Jersey Inc. 
 Univision of Puerto Rico Inc. 

Univision of Puerto Rico Real Estate Company 
 Univision of
Raleigh, Inc. 
 Univision Philadelphia LLC 
 Univision Puerto
Rico Station Acquisition Company 
 Univision Puerto Rico Station Operating Company 

Univision Puerto Rico Station Production Company 
 Univision Radio
Broadcasting Puerto Rico, L.P. 
 Univision Radio Broadcasting Texas, L.P. 

Univision Radio Corporate Sales, Inc. 
 Univision Radio Florida,
LLC 
 Univision Radio Fresno, Inc. 
 Univision Radio GP, Inc.

 Univision Radio Houston License Corporation 

  
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 Univision Radio Illinois, Inc. 

Univision Radio Investments, Inc. 
 Univision Radio Las Vegas,
Inc. 
 Univision Radio License Corporation 
 Univision Radio
Los Angeles, Inc. 
 Univision Radio New Mexico, Inc. 

Univision Radio New York, Inc. 
 Univision Radio Phoenix, Inc.

 Univision Radio San Diego, Inc. 
 Univision Radio San
Francisco, Inc. 
 Univision Radio, Inc. 
 Univision Services,
Inc. 
 Univision Studios, LLC 
 Univision Television Group,
Inc. 
 Univision Texas Stations LLC 
 Univision tlnovelas, LLC

 Univision-EV Holdings, LLC 
 Ufertas, LLC 

UVN Texas L.P. 
 WADO Radio, Inc. 

WADO-AM License Corp. 
 WGBO License Partnership, G.P. 

WLII/WSUR License Partnership, G.P. 
 WLTV License Partnership,
G.P. 
 WLXX-AM License Corp. 
 WPAT-AM License Corp. 

WQBA-AM License Corp. 
 WQBA-FM License Corp. 

WUVC License Partnership G.P. 
 WXTV License Partnership, G.P.


  
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