Amended Affiliation Agreement

AMENDMENT TO TELEVISION AFFILIATION AGREEMENT


This Amendment to the TELEVISION AFFILIATION AGREEMENT ("Affiliation Agreement") is entered into by and between HOME SHOPPING CLUB, INC. ("HSC") and SILVER KING BROADCASTING OF ______________, licensee of Television Station ___________, _________ ("STATION").


RECITALS


WHEREAS, the parties entered in an Affiliation Agreement dated December 28, 1992, relating to HSC's daily television broadcast program service for the presentation and sale of products and services offered by HSC or its licensee subsidiaries or joint ventures known as HSN-2 (hereinafter the "HSC PROGRAM SERVICE"); and


WHEREAS, the parties desire to clarify the compensation Formula set forth in Sections 2.b., 5.a., 5.b., 5.c and 6.b., respectively of the Affiliation Agreement.


NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, HSC and the STATION agree that Sections 2.b., 5.a., 5.b., 5.c. and 6.b. shall be amended to read as follows:


"2.b. The presently contemplated schedule for STATION PROGRAM TIME is set forth in Schedule B attached to this Agreement, which may be amended by mutual agreement of STATION and HSC from time to time. In addition, STATION shall be permitted automatically to preempt up to one- hundred fifty-six (156) hours per year (as determined by STATION'S fiscal year) of the HSC PROGRAM SERVICE (in addition to its rights under Section 14 below) if STATION provides HSC with a written notice for preemption not less than sixty (60) days prior to the proposed preemption. STATION may make a request for preemption, with the same notice, for any hours in excess of one-hundred fifty-six (156) per year, and HSC shall respond to STATION'S request for preemption within ten (10) days after such request is received by HSC. After any alternative programming permitted under this paragraph is aired (by right or with HSC's permission), STATION shall repay to HSC an amount equal to twice the adjusted Average Hourly Rate for the applicable hour(s) (as defined in Section 5(b) below and shown in Schedule C) that STATION received for the period of time in which 2 preemption occurred. This amount shall be paid to HSC by STATION within fifteen (15) days following the end of the month in which the preemption occurred. This Section shall not apply to Substitute Programming as permitted by Section 6(e)-6(g) of this Ag ...