First Amendment to Local Marketing Agreement



  
 Exhibit 10.21 
  
 FIRST AMENDMENT TO LOCAL MARKETING AGREEMENT 
  
 This First Amendment to Local Marketing Agreement (this “First Amendment”), dated as of November     , 2001, to the Local Marketing Agreement, dated as of March 15, 2001, by and among the
parties hereto (as amended hereby, the “LMA”) is entered into by and among LIBERMAN BROADCASTING OF HOUSTON, INC., a California corporation (the “Owner”) and HOUSTON BROADCASTING COMPANY, L.P., a Texas
limited partnership (the “Broker”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the LMA. 
  
 RECITALS 
  
 WHEREAS, the parties hereto are parties to the
LMA pursuant to which Station has made available airtime on KSEV(AM), Tomball, Texas (the “Station”), to Broker in exchange for the consideration provided for in the LMA and subject to the terms and conditions thereof; and

  
 WHEREAS, the parties desire to amend the LMA as set forth below. 
  
 NOW, THEREFORE, in consideration of the mutual agreements contained herein and for other good and valuable consideration, the value,
receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 
  
 AGREEMENT 

 
 1.    Amendment to Section 9.2 of the LMA.    Section 9.2 of the LMA shall be
amended by inserting “$10,000” in lieu of the reference to “$20,000” in the sixth sentence thereof. 
  
 2.    Clarification of Engineering Expenses.    The parties agree and acknowledge that (i) Owner’s payment for 2001 shall be $833.33 and (ii) payments to be made pursuant to Section
9.2 represent the only payment obligation of Owner to Broker with respect to the performance of engineering services for the station. 
  
 3.    Miscellaneous. 
  
 a.    Governing
Law.    This First Amendment shall be governed by and interpreted under the laws of the State of Texas, without regard to principles of choice or conflict of laws thereof. 
  

b.    Counterparts.    This First Amendment may be executed in any number of counterparts, and by the parties hereto on
the same or separate counterparts, and each such counterpart, when executed and delivered, shall be deemed to be an original, but all such counterparts shall together constitute but one and the same First Amendment. 
  
 c.    Reference to LMA.    Except as herein amended, the LMA shall remain in full force and
effect and is hereby ratified in all respects. On and after the 







 
effectiveness of this First Amendment, each reference in the LMA to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import, and each
reference to the LMA in any other agreements, documents or other instruments executed and delivered pursuant to or in connection with the LMA shall mean and be a reference to the LMA as amended through this First Amendment. 
  
 d.    Successors.    This First Amendment shall be binding upon the parties hereto and
their respective successors and assigns, and shall inure to the benefit of the parties hereto and their respective successors and assigns. 
  
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 IN WITNESS WHEREOF, the parties hereto have executed and delivered this First
Amendment on the date first written above. 
  
 
	 LIBERMAN BROADCASTING OF HOUSTON, INC.
 
	 
	 By:
 	 	 /s/    Lenard D.
Liberman                
 

	  	 	 Lenard D. Liberman, Esq.
 
	  	 	 Executive Vice President
 
	 
	 Date:
 	 	 November     , 2001
 
	 
	 HOUSTON BROADCASTING COMPANY, L.P.
 
	 
	  	 	 By:    PAT-RICH, LLC
 
	  	 	 Its:    General Partner
 
	 
	  	 	 /s/    William Michael Richards
 

	  	 	 William Michael Richards
 
	  	 	 President
 
	 
	  	 	         Date:    November     ,
2001
 

 

 
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 By their execution of this acknowledgement, the undersigned, as Guarantors under
that certain Guaranty (the “Guaranty”) in favor of Owner with respect to the LMA, hereby acknowledge that they have read this First Amendment and consent to the terms thereof and further hereby confirm and agree that,
notwithstanding the effectiveness of the First Amendment, the obligations of the undersigned under the Guaranty shall not be impaired or affected and the Guaranty is, and shall continue to be, in full force and effect and is hereby confirmed and
ratified in all respects. 
  
 
	 WILLIAM MICHAEL RICHARDS
 
	 
	 By:
 	 	 /s/    William Michael Richards
 

	 Date:
 	 	 November     , 2001
 
	 
	 Address:
 
	 
	 1217 North Horseshoe Drive
 
	 Sugar Land, Texas 77478
 
	 
	 CYNTHIA SUE RICHARDS
 
	 
	 By:
 	 	 /s/    Cynthia Sue Richards
 

	 Date:
 	 	 November     , 2001
 
	 
	 Address:
 
	 
	 1217 North Horseshoe Drive
 
	 Sugar Land, Texas 77478
 

 

 
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 By their execution of this acknowledgement, the undersigned, as Guarantors under
that certain Guaranty (the “Guaranty”) in favor of Owner with respect to the LMA, hereby acknowledge that they have read this First Amendment and consent to the terms thereof and further hereby confirm and agree that,
notwithstanding the effectiveness of the First Amendment, the obligations of the undersigned under the Guaranty shall not be impaired or affected and the Guaranty is, and shall continue to be, in full force and effect and is hereby confirmed and
ratified in all respects. 
  
 
	 DAN SCOTT GOEB
 
	 
	 By:
 	 	 /s/    Dan Scott Goeb
 

	 Date:
 	 	 November     , 2001
 
	 
	 Address:
 
	 
	 3307 Winding Way
 
	 Katy, Texas 77450
 
	 
	 JANET LEA PATRICIA GOEB
 
	 
	 By:
 	 	 /s/    Janet Lea Patricia Goeb
 

	 Date:
 	 	 November     , 2001
 
	 
	 Address:
 
	 
	 3307 Winding Way
 
	 Katy, Texas 77450
 

 

 
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