0000950144-06-004090 Sample Contracts

Contract
Reaffirmation Agreement • April 28th, 2006 • Dex Media, Inc./New • Miscellaneous publishing • New York

REAFFIRMATION AGREEMENT, dated as of April 24, 2006 (as amended, supplemented or otherwise modified from time to time, this “Reaffirmation”), among Dex Media, Inc., a Delaware corporation (“Parent”), Dex Media East, Inc., a Delaware corporation (“Holdings”), Dex Media East LLC, a Delaware limited liability company (the “Borrower”), Dex Media East Finance Co., a Delaware corporation, Dex Media International, Inc. (f/k/a “LCI International, Inc.”), a Delaware corporation (collectively, the “Reaffirming Parties”), and JPMorgan Chase Bank, N.A., as collateral agent (in such capacity, the “Collateral Agent”) under the Existing Credit Agreement referred to below. All capitalized terms used but not defined herein shall have the respective meanings provided such terms in the Amended Credit Agreement referred to below.

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Contract
Reaffirmation Agreement • April 28th, 2006 • Dex Media, Inc./New • Miscellaneous publishing • New York

REAFFIRMATION AGREEMENT, dated as of April 24, 2006 (as amended, supplemented or otherwise modified from time to time, this “Reaffirmation”), among Dex Media, Inc., a Delaware corporation (“Parent”), Dex Media West, Inc., a Delaware corporation (“Holdings”), Dex Media West LLC, a Delaware limited liability company (the “Borrower”), Dex Media West Finance Co., a Delaware corporation (collectively, the “Reaffirming Parties”), and JPMorgan Chase Bank, N.A., as collateral agent (in such capacity, the “Collateral Agent”) under the Existing Credit Agreement referred to below. All capitalized terms used but not defined herein shall have the respective meanings provided such terms in the Amended Credit Agreement referred to below.

Contract
Credit Agreement • April 28th, 2006 • Dex Media, Inc./New • Miscellaneous publishing • New York

FIRST AMENDMENT dated as of April 24, 2006 (this “Amendment”), to the CREDIT AGREEMENT dated as of November 8, 2002, as amended and restated as of January 31, 2006 (as amended. supplemented or otherwise modified from time to time, the “Credit Agreement”), among DEX MEDIA, INC., DEX MEDIA EAST, INC., DEX MEDIA EAST LLC (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A., as administrative agent and collateral agent (in such capacities, the “Agent”), and the other agents parties thereto.

Contract
Credit Agreement • April 28th, 2006 • Dex Media, Inc./New • Miscellaneous publishing • New York

FIRST AMENDMENT dated as of April 24, 2006 (this “Amendment”), to the CREDIT AGREEMENT dated as of September 9, 2003, as amended and restated as of January 31, 2006 (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., as administrative agent and collateral agent (in such capacities, the “Agent”), and the other agents parties thereto.

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