PAGE ---- SECTION 3.13. Limitation on Senior Subordinated Indebtedness.............................48 SECTION 3.14. Limitation on Transactions with Shareholders and Affiliates.................................. ..................................49...Zd Inc • April 24th, 1998 • Periodicals: publishing or publishing & printing • New York
THIS INDENTURE, dated as of May ___, 1998 between Ziff-Davis Inc. (formerly ZD Inc.), a Delaware corporation (the "Company"), and The Bank of New York, a New York banking corporation (the "Trustee"),
AMENDMENT NO.3Ziff Davis Inc • February 11th, 1999 • Periodicals: publishing or publishing & printing
among ZD INC.,Purchase Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
WITNESSETHStock Purchase Agreement • March 9th, 1999 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
W I T N E S S E T H:Lease Agreement • April 24th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.13 WSP&R DRAFT 4/27/98 SECURED GUARANTEED CREDIT AGREEMENT Dated as of May [4], 1998Zd Inc • April 28th, 1998 • Periodicals: publishing or publishing & printing
EXHIBIT 10.12 GUARANTEED CREDIT AGREEMENT Dated as of March 27, 1996 As Amended and Restated as of February 26, 1998Credit Agreement • April 6th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing
EXHIBIT 10.19 EMPLOYMENT AGREEMENT AGREEMENT, dated as of April 1, 1998, between ZD COMDEX and Forums Inc., a Delaware corporation (the "Company"), and Jason E. Chudnofsky ("Executive"). WHEREAS, Executive has served as the chief executive officer of...Employment Agreement • April 24th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • Massachusetts
EXHIBIT 10.11 REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement, dated as of April 1, 1998, between ZD Inc., a Delaware corporation (the "Company"), and SOFTBANK Holdings Inc., a Delaware corporation ( "Softbank"). WHEREAS, in connection...Registration Rights Agreement • April 6th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • New York
ZD INC.Underwriting Agreement • April 24th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.25 AGREEMENT ANDZiff Davis Inc • April 13th, 2000 • Periodicals: publishing or publishing & printing • New York
ZD INC.Zd Inc • April 24th, 1998 • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.11 LICENSE AGREEMENT Dated April 5, 2000 This license agreement (this "Agreement") is between ZD Inc. (hereinafter "Licensor"), a Delaware corporation having offices at 28 East 28th Street, New York, NY 10016 and Ziff Davis Publishing...License Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.27 AGREEMENT OF SUBLEASEZiff Davis Inc • April 13th, 2000 • Periodicals: publishing or publishing & printing • New York
April 5, 2000Purchase Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing
EXHIBIT 10.14 TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (this "Agreement") is made as of April 5, 2000, by and between Ziff Davis Media Inc., a Delaware corporation ("Buyer"), and ZD Inc., a Delaware corporation ("Asset...Transition Services Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.8 TRADEMARK LICENSE AGREEMENT THIS AGREEMENT is made and entered this 1st day of April 1998 (hereinafter the "Effective Date"), by and between ZD COMDEX & FORUMS INC., a subsidiary of ZD Inc., a corporation organized and existing under the...Trademark License Agreement • April 6th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.34 EMPLOYMENT AGREEMENT Agreement, dated as of March 1, 2000, between Ziff-Davis Inc., a Delaware corporation (the "Employer" or "Ziff- Davis"), and Fredric D. Rosen (the "Executive"). WHEREAS, ZD Events Inc., a Delaware corporation ("ZD...Employment Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.26 ASSIGNMENT AND ASSUMPTION OF LEASE THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this "Assignment"), made as of the 5th day of April, 2000, between ZD Inc., a Delaware corporation, having an office at 28 East 28th Street, New York, New York...Assignment and Assumption of Lease • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.9 TECHNICAL ASSISTANCE AGREEMENT THIS AGREEMENT, made and entered this 1st day of April 1998, by and between ZD COMDEX & FORUMS INC., a Delaware corporation having a principal place of business at 300 First Avenue, Needham, Massachusetts...Technical Assistance Agreement • April 6th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • New York
Exhibit 10.1) BILL OF SALE AND ASSIGNMENT BILL OF SALE AND ASSIGNMENT ("Bill of Sale"), dated as of February 4, 1999, between MAC Holdings (America) Inc., a Delaware corporation (the "Seller"), and ZD Inc., a Delaware corporation (the "Buyer")....Sale and Assignment • February 19th, 1999 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
ZDTV L.L.C.Unit Purchase Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • California
3.2 Incentive Compensation. The Executive shall be entitled to an ---------------------- incentive bonus for each full calendar year of his employment under this agreement equal to at least $300,000 at target with the targets and goals reasonably set...Employment Agreement • March 9th, 1999 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
LICENSE AND SERVICES AGREEMENT Dated as of July 28, 1997License and Services Agreement • April 6th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing
Exhibit 10.13 EXECUTION COPY SERVICES AGREEMENT The parties to this Services Agreement (this "Agreement"), dated as of April 5, 2000, are ZD Inc., a Delaware corporation ("ZD"), and Ziff Davis Publishing Inc., a Delaware corporation ("Buyer")....Execution Copy Services Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
1. Amendment. Upon and after the Amendment Effective Date (as defined in --------- Section 4 hereof) the aggregate amount of the Term B Commitments (including the aggregate Term B Commitments in effect on the Agreement Date) shall be increased to...Secured Guaranteed Credit Agreement • February 11th, 1999 • Ziff Davis Inc • Periodicals: publishing or publishing & printing
EXHIBIT 10.10 ACCOUNTING AND ADMINISTRATIVE SERVICES AGREEMENT THIS AGREEMENT made and entered this 1st day of April 1998, by and BETWEEN ZD COMDEX & FORUMS INC., a subsidiary of ZD Inc., Delaware corporation having a principal place of business at...Accounting and Administrative Services Agreement • April 6th, 1998 • Zd Inc • Periodicals: publishing or publishing & printing • New York
Exhibit 2.1 PURCHASE AGREEMENTPurchase Agreement • April 13th, 2000 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
3.2 Incentive Compensation. The Executive shall be entitled to an ---------------------- incentive bonus for each full calendar year of her employment under this agreement equal to at least $150,000 at target with the targets and goals reasonably set...Employment Agreement • March 9th, 1999 • Ziff Davis Inc • Periodicals: publishing or publishing & printing • New York
Exhibit 10.29 March 1, 1999 Eric Hippeau Ziff-Davis Inc. One Park Avenue New York, NY 10016 Re: Employment Agreement -------------------- Dear Eric: This letter is to confirm our agreement to amend the Employment Agreement dated as of April 1, 1998 to...Ziff Davis Inc • April 13th, 2000 • Periodicals: publishing or publishing & printing
This letter is to confirm our agreement to amend the Employment Agreement dated as of April 1, 1998 to delete the annual incentive bonus provided for in Section 4(b) for the year 1998 and subsequent years.
ASSIGNMENT ASSIGNMENT dated May 4, 1998 between Kingston Technology Company, a Delaware partnership ("Kingston"), and Ziff-Davis Inc., a Delaware corporation ("Ziff-Davis"). WHEREAS, Kingston owns certain fixed assets listed in Annex A hereto (the...Zd Inc • April 24th, 1998 • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.7 April 1, 1998 AGREEMENT TO PRODUCE "COMDEX/ JAPAN," "NETWORLD+INTEROP JAPAN," "WINDOWS NT INTRANET SOLUTIONS TOKYO," "SEYBOLD SEMINARS TOKYO," "OBJECT WORLD JAPAN" AND "NEW BUSINESS" EVENTS IN JAPAN.Zd Inc • April 6th, 1998 • Periodicals: publishing or publishing & printing • New York
