AMENDED AND RESTATED INTERCOMPANY SUBORDINATION AGREEMENTIntercompany Subordination Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
THIS AMENDED AND RESTATED INTERCOMPANY SUBORDINATION AGREEMENT (as amended, restated, modified and/or supplemented from time to time, this “Agreement”), dated as of December 21, 2005, made by each of the undersigned (each, a “Party” and, together with any entity that becomes a party to this Agreement pursuant to Section 9 hereof, the “Parties”) and Deutsche Bank Trust Company Americas, as collateral agent (in such capacity, together with any successor collateral agent, the “Collateral Agent”), for the benefit of the Senior Creditors (as defined below). Unless otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement referred to below.
SUBSIDIARY GUARANTY AGREEMENTSubsidiary Guaranty Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
This SUBSIDIARY GUARANTY AGREEMENT (this “Subsidiary Guaranty Agreement”), dated as of February 18, 2009, is made jointly and severally by the Persons listed on the signature pages hereof as Subsidiary Guarantors and each of the other Persons that from time to time becomes an Additional Subsidiary Guarantor pursuant to the terms of Section 11 hereof (each a “Subsidiary Guarantor” and collectively the “Subsidiary Guarantors”), in favor of each of the holders from time to time of the Notes issued under the Note Agreement referred to below (each a “Beneficiary”, and collectively, the “Beneficiaries”). Capitalized terms used but not defined herein shall have the meanings given to them in the Note Agreement referred to below.
THIRD AMENDMENT TO LIMITED WAIVER TO NOTE AGREEMENT AND GUARANTY AGREEMENTLimited Waiver to Note Agreement and Guaranty Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
THIS THIRD AMENDMENT TO LIMITED WAIVER TO NOTE AGREEMENT AND GUARANTY AGREEMENT (this “Amendment”) is entered into as of February 6, 2009 by and among ST. LOUIS POST-DISPATCH LLC, a Delaware limited liability company (the “Company”), PULITZER INC., a Delaware corporation (the “Guarantor”), and the undersigned holders of Notes (as hereinafter defined) (the Company, the Guarantor and the undersigned holders of Notes being collectively referred to herein as the “Parties”). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Waiver or the Note Agreement (as each such term is defined in Recital A below), as amended hereby.
LIMITED WAIVER AND AMENDMENT NO. 5 TO NOTE AGREEMENTNote Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
THIS LIMITED WAIVER AND AMENDMENT NO. 5 TO NOTE AGREEMENT (this “Amendment”) is entered into as of February 18, 2009 by and between ST. LOUIS POST-DISPATCH LLC, a Delaware limited liability company (the “Company”), and the undersigned holders of Notes (as hereinafter defined).
PLEDGE AGREEMENTPledge Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
This PLEDGE AGREEMENT (together with all exhibits and schedules hereto, as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of February 18, 2009, is made by PULITZER INC., a Delaware corporation (together with its successors and assigns, the “Company”), ST. LOUIS POST-DISPATCH LLC, a Delaware limited liability company (together with its successors and assigns, the “Borrower”), and each Subsidiary of the Company on the signature pages hereto (each a “Subsidiary Pledgor” and collectively, the “Subsidiary Pledgors”) (the Company, the Borrower and the Subsidiary Pledgors, together with any other entity subsequently added as a pledgor hereunder pursuant to Section 7.12 hereof, each, a “Pledgor” and collectively, the “Pledgors”), in favor of the Collateral Agent on behalf and for the benefit of the Secured Parties (as such terms are defined below).
REDEMPTION AGREEMENTRedemption Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Delaware
This Redemption Agreement (“Agreement”) is entered into this 18th day of February, 2009, by and between St. Louis Post-Dispatch LLC, a Delaware limited liability company and STL Distribution Services LLC, a Delaware limited liability company (collectively, the “Company”); The Herald Publishing Company, LLC, a New York limited liability company (“Herald”) (as successor by assignment to all the rights and obligations of The Herald Company, Inc., a New York corporation (“Herald Inc.”); Pulitzer Inc., a Delaware corporation (“Pulitzer”); and Pulitzer Technologies, Inc., a Delaware corporation (“Pulitzer Technologies”).
LIMITED WAIVER AND AMENDMENT NO. 5 TO GUARANTY AGREEMENTGuaranty Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
THIS LIMITED WAIVER AND AMENDMENT NO. 5 TO GUARANTY AGREEMENT, dated as of February 18, 2009 (this “Amendment”), is entered into by PULITZER INC., a Delaware corporation (the “Guarantor”), in favor of the holders from time to time of the Notes issued under the below-described Note Agreement.
AMENDMENT NUMBER TWO TO OPERATING AGREEMENT OF ST. LOUIS POST-DISPATCH LLCOperating Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing
This Amendment Number Two (“Amendment”) is made to the Operating Agreement of St. Louis Post-Dispatch LLC ( the “Company”), by and among Pulitzer Inc., a Delaware corporation (“Pulitzer”) and Pulitzer Technologies, Inc., a Delaware corporation (“PTI”) effective this 18th day of February, 2009.
Set-Off AgreementSet-Off Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
This Set-Off Agreement (this “Agreement”) is entered into as of February 18, 2009 by and among Lee Enterprises, Incorporated, a Delaware corporation (“Lee”), Lee Procurement Solutions Co., an Iowa corporation (“Procurement”) and Pulitzer Inc., a Delaware corporation (“Pulitzer”). Capitalized terms used and not defined herein have the respective meanings ascribed thereto in the Note Agreement (as amended and in effect on the date hereof, the “Note Agreement”), dated as of May 1, 2000, among St. Louis Post-Dispatch LLC, a Delaware limited liability company (“PD”) and the purchasers of the 8.05% Senior Notes due April 28, 2009 (the “Notes”).
SECURITY AGREEMENTSecurity Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
This SECURITY AGREEMENT (together with all exhibits and schedules hereto, as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of February 18, 2009, is made by PULITZER INC., a Delaware corporation (together with its successors and assigns, the “Company”), ST. LOUIS POST-DISPATCH LLC, a Delaware limited liability company (together with its successors and assigns, the “Borrower”), and each Subsidiary of the Company on the signature pages hereto (collectively, the “Initial Subsidiary Grantors”) and each of the other Persons (as defined below) that from time to time becomes an “Additional Grantor” pursuant to Section 12(m) of this Agreement (each, a “Grantor” and, collectively, the “Grantors”) in favor of the Collateral Agent, on behalf and for the benefit of the Secured Parties (as each such term is defined below).
THIRD AMENDMENT, CONSENT AND WAIVER TO CREDIT AGREEMENT AND FIRST AMENDMENT TO INTERCOMPANY SUBORDINATION AGREEMENT AND MORTGAGESCredit Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
THIRD AMENDMENT, CONSENT AND WAIVER TO CREDIT AGREEMENT AND FIRST AMENDMENT TO INTERCOMPANY SUBORDINATION AGREEMENT AND MORTGAGES (this “Amendment”), dated as of February 18, 2009, among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), the lenders party to the Credit Agreement referred to below (the “Lenders”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement.
AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • May 8th, 2009 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, restated and/or supplemented from time to time, this “Agreement”), dated as of December 21, 2005, among each of the undersigned pledgors (each, a “Pledgor” and, together with any other entity that becomes a pledgor hereunder pursuant to Section 30 hereof, the “Pledgors”) and Deutsche Bank Trust Company Americas, as collateral agent (together with any successor collateral agent, the “Pledgee”), for the benefit of the Secured Creditors (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
