RECITALSPurchase Agreement • February 11th, 2004 • Dex Media West LLC • New York
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EXHIBIT 10.2 FIRST AMENDMENT dated as of October 31, 2003 (this "Amendment") to the Credit Agreement dated as of September 9, 2003, (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among DEX MEDIA, INC., DEX...Credit Agreement • February 11th, 2004 • Dex Media West LLC • New York
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dated as ofCredit Agreement • February 11th, 2004 • Dex Media West LLC • New York
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OFMerger Agreement • February 11th, 2004 • Dex Media West LLC
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RECITALSEmployment Agreement • February 11th, 2004 • Dex Media West LLC • Delaware
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EXHIBIT 3.6 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • February 11th, 2004 • Dex Media West LLC • Delaware
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RECITALSPurchase Agreement • February 11th, 2004 • Dex Media West LLC • New York
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JOINDER AGREEMENT TO THE DEX HOLDINGS, LLC EQUITYHOLDERS AGREEMENTJoinder Agreement • February 11th, 2004 • Dex Media West LLC
Contract Type FiledFebruary 11th, 2004 CompanyBy execution of this signature page and effective as of April 30, 2003, each of GS Private Equity Partners II - Direct Investment Fund, L.P., GS Private Equity Partners 1999 - Direct Investment Fund, L.P. and GS Private Equity Partners 2000 - Direct Investment Fund, L.P. (collectively, the "GS Entities") hereby agrees to become a party to and an Equityholder under, be bound by the obligations of, receive the benefits of and be treated as a WCAS Holder for all purposes under that certain Equityholders Agreement, dated as of November 8, 2002, by and among Dex Holdings, LLC, a Delaware limited liability company, Carlyle Partners III, L.P., CP III Coinvestment, L.P., Carlyle High Yield Partners, L.P., Carlyle-Dex Partners L.P., Carlyle-Dex Partners II L.P., Welsh, Carson, Anderson & Stowe IX, L.P., WD GP Associates LLC, WD Investors LLC and A.S.F. Co-Investment Partners, L.P., as amended from time to time thereafter (the "Equityholders Agreement").
INDENTUREIndenture • February 11th, 2004 • Dex Media West LLC • New York
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dated as ofGuarantee and Collateral Agreement • February 11th, 2004 • Dex Media West LLC • New York
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RECITALS:Management Consulting Agreement • February 11th, 2004 • Dex Media West LLC • New York
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RECITALSShared Services Agreement • February 11th, 2004 • Dex Media West LLC • Colorado
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RECITALSNon-Competition and Non-Solicitation Agreement • February 11th, 2004 • Dex Media West LLC • New York
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PUBLISHING AGREEMENT FOR OFFICIAL LISTINGS/DIRECTORIESPublishing Agreement • February 11th, 2004 • Dex Media West LLC • New York
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AMENDED AND RESTATED MANAGEMENT STOCKHOLDERS AGREEMENT OF DEX MEDIA, INC.Management Stockholders Agreement • February 11th, 2004 • Dex Media West LLC • Delaware
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EXHIBIT 10.8 EQUITYHOLDERS AGREEMENT OF DEX HOLDINGS LLC NOVEMBER 8, 2002Equityholders Agreement • February 11th, 2004 • Dex Media West LLC • Delaware
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Notice The information contained herein should not be disclosed to unauthorized persons. It is meant for use by authorized representatives of Qwest and Customer only.Agreement for the Provision of Billing and Collection Services • February 11th, 2004 • Dex Media West LLC • Colorado
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RECITALSAgreement Among Members • February 11th, 2004 • Dex Media West LLC • Delaware
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CREDIT AGREEMENT dated as of September 9, 2003, as amended as of October 31, 2003 and as of June 11, 2004 and to be further amended and restated upon satisfaction of certain conditions set forth herein, among DEX MEDIA, INC., DEX MEDIA WEST, INC., DEX...Credit Agreement • June 21st, 2004 • Dex Media West LLC • Miscellaneous publishing • New York
Contract Type FiledJune 21st, 2004 Company Industry JurisdictionSECOND AMENDMENT AND RESTATEMENT dated as of June 11, 2004 (this “Amendment”), to the CREDIT AGREEMENT dated as of September 9, 2003, as amended (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among DEX MEDIA, INC., DEX MEDIA WEST, INC., DEX MEDIA WEST LLC (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), and JPMORGAN CHASE BANK, as administrative agent and collateral agent (in such capacities, the “Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 15th, 2004 • Dex Media West LLC • Miscellaneous publishing • New York
Contract Type FiledDecember 15th, 2004 Company Industry JurisdictionThis REGISTRATION RIGHTS AGREEMENT dated November 24, 2004 (the “Agreement”) is entered into by and among Dex Media West LLC, a Delaware limited liability company (the “Company”), Dex Media West Finance Co., a Delaware corporation and a wholly owned subsidiary of the Company (“Finance Co.”) and J.P. Morgan Securities Inc. (the “Initial Purchaser”).
RECITALSIntercompany License Agreement • February 11th, 2004 • Dex Media West LLC • Colorado
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RECITALS:Merger Agreement • March 16th, 2006 • Dex Media West LLC • Miscellaneous publishing • Delaware
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RECITALSEmployee Cost Sharing Agreement • February 11th, 2004 • Dex Media West LLC • Colorado
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EXHIBIT 4.6 EXECUTION COPY SENIOR SUBORDINATED NOTE REGISTRATION RIGHTS AGREEMENT This SENIOR SUBORDINATED NOTE REGISTRATION RIGHTS AGREEMENT dated August 29, 2003 (the "Agreement") is entered into by and among Dex Media West LLC, a Delaware limited...Senior Subordinated Note Registration Rights Agreement • February 11th, 2004 • Dex Media West LLC • New York
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EXHIBIT 4.5 EXECUTION COPY SENIOR NOTE REGISTRATION RIGHTS AGREEMENT This SENIOR NOTE REGISTRATION RIGHTS AGREEMENT dated August 29, 2003 (the "Agreement") is entered into by and among Dex Media West LLC, a Delaware limited liability company (the...Senior Note Registration Rights Agreement • February 11th, 2004 • Dex Media West LLC • New York
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ContractCredit Agreement • August 8th, 2005 • Dex Media West LLC • Miscellaneous publishing • New York
Contract Type FiledAugust 8th, 2005 Company Industry JurisdictionFOURTH AMENDMENT dated as of June 16, 2005 (this “Amendment”), to the CREDIT AGREEMENT dated as of September 9, 2003, as amended and restated as of July 27, 2004 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among DEX MEDIA, INC., DEX MEDIA WEST, INC., DEX MEDIA WEST LLC (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank), as administrative agent and collateral agent (in such capacities, the “Agent”), and J.P. MORGAN SECURITIES INC. and BANC OF AMERICA SECURITIES LLC, as Joint Bookrunners and Co-Lead Arrangers.
ContractCredit Agreement • December 15th, 2004 • Dex Media West LLC • Miscellaneous publishing • New York
Contract Type FiledDecember 15th, 2004 Company Industry JurisdictionTHIRD AMENDMENT dated as of November 24, 2004 (this “Amendment”), to the CREDIT AGREEMENT dated as of September 9, 2003, as amended and restated as of July 27, 2004 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among DEX MEDIA, INC., DEX MEDIA WEST, INC., DEX MEDIA WEST LLC (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank), as administrative agent and collateral agent (in such capacities, the “Agent”), and J.P.MORGAN SECURITIES INC. and BANC OF AMERICA SECURITIES LLC, as Joint Bookrunners and Co-Lead Arrangers.