BY AND AMONGAgreement and Plan of Merger • June 2nd, 2006 • Network Communications, Inc. • New York
BY AND AMONGRegistration Rights Agreement • June 2nd, 2006 • Network Communications, Inc. • Delaware
Exhibit 10.3 ADVISORY AGREEMENT This Advisory Agreement (this "Agreement") is made and entered into as of December 12, 2004 by and between GMH Holding Company ("Holdings"), GMH Acquisition Corp. (the "Company" and together with Holdings, the...Advisory Agreement • June 2nd, 2006 • Network Communications, Inc. • New York
CUSTOMER SUPPLY AND EQUIPMENT AGREEMENTConfidential Treatment • June 2nd, 2006 • Network Communications, Inc. • Georgia
EXECUTION VERSION NETWORK COMMUNICATIONS, INC. 10 3/4% SENIOR NOTES DUE 2013 PURCHASE AGREEMENTAgreement • June 2nd, 2006 • Network Communications, Inc. • New York
EXECUTION COPY WARRANT AGREEMENT WARRANT AGREEMENT, dated as of January 7, 2005 by and between COURT SQUARE CAPITAL LIMITED, a Delaware corporation (the "Purchaser"), and GMH Holding Company, a Delaware corporation (the "Company"). Capitalized terms...Warrant Agreement • June 2nd, 2006 • Network Communications, Inc. • Delaware
KODAK POLYCHROME GRAPHICS LOGO) CUSTOMER AGREEMENT THIS CUSTOMER AGREEMENT (THIS "AGREEMENT") IS A LEGALLY BINDING CONTRACT BETWEEN THE CUSTOMER DESCRIBED BELOW AND KODAK POLYCHROME GRAPHICS LLC, A DELAWARE LIMITED LIABILITY COMPANY WITH ITS PRINCIPAL...Customer Agreement • June 2nd, 2006 • Network Communications, Inc. • Connecticut
EXECUTION VERSION NETWORK COMMUNICATIONS, INC. 10 3/4% SENIOR NOTES DUE 2013 REGISTRATION RIGHTS AGREEMENTNetwork Communications, Inc. • June 2nd, 2006 • New York
SCHEDULE I TO PATENT SECURITY AGREEMENTPatent Security Agreement • June 2nd, 2006 • Network Communications, Inc.
Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of December 23, 2004 by and between GMH Holding Company, a Delaware corporation (the "Company"), and Dan McCarthy ("Executive"). WHEREAS, Executive entered...Employment Agreement • June 2nd, 2006 • Network Communications, Inc. • New York
TRADEMARK SECURITY AGREEMENT (this "AGREEMENT") dated as of November 30, 2005, between NETWORK COMMUNICATIONS, INC., a Georgia corporation (the "GRANTOR") and CREDIT SUISSE, as the Collateral Agent (as defined below).Execution Copy • June 2nd, 2006 • Network Communications, Inc.
dated as ofCollateral and Intercreditor Agreement • June 2nd, 2006 • Network Communications, Inc. • New York
WITNESSETH:Lease Agreement • June 2nd, 2006 • Network Communications, Inc. • Georgia
Exhibit 10.11 THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS THE SAME MAY BE AMENDED OR OTHERWISE MODIFIED FROM...Network Communications, Inc. • June 2nd, 2006 • New York
THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS THE SAME MAY BE AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME PURSUANT TO THE TERMS THEREOF, THE "SUBORDINATION AGREEMENT") DATED AS OF JANUARY 7, 2005 AMONG NETWORK COMMUNICATIONS, INC., GALLARUS MEDIA HOLDINGS, INC. AND NCID, LLC, COURT SQUARE CAPITAL LIMITED AND TORONTO DOMINION (TEXAS), LLC ("AGENT"), TO THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE CREDIT PARTIES PURSUANT TO THAT CERTAIN CREDIT AGREEMENT DATED AS OF JANUARY 7, 2005 AMONG THE BORROWERS, AGENT AND THE LENDERS FROM TIME TO TIME PARTY THERETO, AND CERTAIN GUARANTEES OF THE INDEBTEDNESS EVIDENCED THEREBY, AS SUCH CREDIT AGREEMENT AND SUCH GUARANTEES HAVE BEEN AND HEREAFTER MAY BE AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME AS PERMITTED UNDER THE SUBORDINATION AGREEMENT AND TO INDEBTEDNESS REFINANCING THE
amongRevolving Loan Credit Agreement • June 2nd, 2006 • Network Communications, Inc. • New York
EX(2) SOLUTIONS LOGO) TECHNOLOGY EXPERTISE FOR TOUR BUSINESSNetwork Communications, Inc. • June 2nd, 2006
amongTerm Loan Credit Agreement • June 2nd, 2006 • Network Communications, Inc. • New York
EXHIBIT FApplications Maintenance and Support Agreement • June 2nd, 2006 • Network Communications, Inc. • Texas
