Lee Enterprises, Inc Sample Contracts

STOCK PURCHASE AGREEMENT dated as of July 25, 1997 by and between ABC, Inc.
Stock Purchase Agreement • September 23rd, 1997 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • New York
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Exhibit 10.2
Shareholders' Agreement • April 25th, 1997 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing
RECITAL:
Employment Agreement • December 29th, 1998 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • Iowa
among
Credit Agreement • December 29th, 1998 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • Illinois
among
Credit Agreement • April 2nd, 2002 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • Texas
RIGHTS AGREEMENT Dated as of November 24, 2021 between LEE ENTERPRISES, INCORPORATED and EQUINITI TRUST COMPANY, as Rights Agent
Rights Agreement • November 24th, 2021 • LEE ENTERPRISES, Inc • Newspapers: publishing or publishing & printing • New York

This Rights Agreement (this “Agreement”), dated as of November 24, 2021, is between Lee Enterprises, Incorporated, a Delaware corporation (the “Company”), and Equiniti Trust Company (d/b/a EQ Shareowner Services), a New York limited trust company, as rights agent (the “Rights Agent”).

RECITAL:
Employment Agreement • May 15th, 2000 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • Iowa
FOR
Purchase and Sale Agreement • August 11th, 2000 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • Illinois
and
Rights Agreement • May 26th, 1998 • Lee Enterprises Inc • Newspapers: publishing or publishing & printing • Delaware
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 14th, 2008 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Iowa

AGREEMENT by and between LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Company”) and (the “Executive”), dated as of , 200 .

INTERCREDITOR AGREEMENT
Intercreditor Agreement • February 3rd, 2012 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

Intercreditor Agreement (this “Agreement”), dated as of January 30, 2012, among DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “First Priority Representative”) for the First Priority Secured Parties (as defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “Second Priority Representative”) for the Second Priority Secured Parties (as defined below), LEE ENTERPRISES, INCORPORATED (the “Borrower”) and each of the other Loan Parties (as defined below) from time to time party hereto.

EMPLOYMENT AGREEMENT
Employment Agreement • December 14th, 2018 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Iowa

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made by and between LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Company”) and __________________ (the “Executive”), effective as of ______________, 20__.

LEE ENTERPRISES, INCORPORATED Davenport, IA 52801-1939
Lee Enterprises, Inc • December 5th, 2011 • Newspapers: publishing or publishing & printing

Reference is made to that certain commitment letter dated as of September 8, 2011 (together with Schedule I and Exhibit A thereto, the “Prior Commitment Letter”) between us and you. The parties hereto agree that this letter agreement (including the attached Schedule I and Exhibit A and Exhibit B hereto, collectively, this “Backstop Commitment Letter”) amends, restates, supersedes and replaces in its entirety the Prior Commitment Letter and on and after the date hereof the Prior Commitment Letter shall be terminated and be of no further force and effect.

SECURITY AGREEMENT
Security Agreement • December 17th, 2008 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

ANNEX C Schedule of Legal Names, Type of Organization (and Whether a Registered Organization and/or a Transmitting Utility), Jurisdiction of Organization, Location, Organizational Identification Numbers and Federal Employer Identification Numbers

AMENDED AND RESTATED CREDIT AGREEMENT among LEE ENTERPRISES, INCORPORATED, VARIOUS LENDERS and DEUTSCHE BANK TRUST COMPANY AMERICAS, as ADMINISTRATIVE AGENT
Credit Agreement • February 9th, 2006 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 21, 2005, among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), the Lenders party hereto from time to time, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent, DEUTSCHE BANK SECURITIES INC. and SUNTRUST CAPITAL MARKETS, INC., as Joint Lead Arrangers, DEUTSCHE BANK SECURITIES INC., as Book Running Manager, SUNTRUST BANK, as Syndication Agent, and BANK OF AMERICA, N.A., THE BANK OF NEW YORK and THE BANK OF TOKYO-MITSUBISHI, LTD., CHICAGO BRANCH, as Co-Documentation Agents. All capitalized terms used herein and defined in Section 1 are used herein as therein defined.

DIRECTOR/OFFICER] INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 14th, 2018 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Delaware

AGREEMENT, by and between LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Company”), and __________________ (the “Indemnitee”), dated as of ____________________.

PULITZER PARI PASSU INTERCREDITOR AGREEMENT
Passu Intercreditor Agreement • July 1st, 2015 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

THIS PULITZER PARI PASSU INTERCREDITOR AGREEMENT dated as of June 25, 2015 (this “Agreement”), among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), PULITZER INC., a Delaware corporation (“Pulitzer”), each of Pulitzer’s direct or indirect subsidiaries party hereto (together with Pulitzer, the “Pulitzer Entities” or the “Grantors”), JPMORGAN CHASE BANK, N.A., as administrative agent with respect to the Revolving Credit Facility (together with its successors and assigns, in such capacity, the “Revolving Agent”) and as collateral agent for the Revolving Secured Parties (together with its successors and assigns, in such capacity, the “Revolving Collateral Agent”), JPMORGAN CHASE BANK, N.A., as administrative agent with respect to the Term Loan Facility (together with its successors and assigns, in such capacity, the “Term Loan Agent”) and as collateral agent for the Term Loan Secured Parties (together with its successors and assigns, in such capacity, the “Term Loan

AMENDMENT AGREEMENT (this “Amendment”), dated as of November 1, 2019, among LEE ENTERPRISES, INCORPORATED (the “Borrower”), the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and...
Credit Agreement • November 5th, 2019 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

FIRST LIEN CREDIT AGREEMENT, dated as of March 31, 2014, among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), the Lenders party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent. All capitalized terms used herein and defined in Section 1 are used herein as therein defined.

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SUBSIDIARY GUARANTY AGREEMENT
Subsidiary Guaranty Agreement • February 3rd, 2012 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

This SUBSIDIARY GUARANTY AGREEMENT (this “Subsidiary Guaranty Agreement”), dated as of January 30, 2012, 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.

INTERCOMPANY SUBORDINATION AGREEMENT
Intercompany Subordination Agreement • April 4th, 2014 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

THIS INTERCOMPANY SUBORDINATION AGREEMENT (as amended, restated, modified and/or supplemented from time to time, this “Agreement”), dated as of March 31, 2014, 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 Wilmington Trust, National Association, 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 Loan Agreement referred to below.

ASSET PURCHASE AGREEMENT by and among LEE ENTERPRISES, INCORPORATED, LEE PROCUREMENT SOLUTIONS CO. and TARGET MEDIA PARTNERS OPERATING COMPANY, LLC Dated September 5, 2006
Asset Purchase Agreement • December 14th, 2006 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Delaware

THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made as of September 5, 2006, by and among TARGET MEDIA PARTNERS OPERATING COMPANY, LLC, a Delaware limited liability company (“Buyer”), LEE ENTERPRISES, INCORPORATED, a Delaware corporation (“Lee Enterprises”), and LEE PROCUREMENT SOLUTIONS CO., an Iowa corporation (“Lee Procurement” and, together with Lee Enterprises, “Lee”).

INTERCOMPANY SUBORDINATION AGREEMENT
Intercompany Subordination Agreement • February 3rd, 2012 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

THIS INTERCOMPANY SUBORDINATION AGREEMENT (as amended, restated, modified and/or supplemented from time to time, this “Agreement”), dated as of January 30, 2012, 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.

Contract
Joinder Agreement • July 1st, 2015 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

THIS JOINDER AGREEMENT, dated as of the 25th day of June, 2015, made by each undersigned Subsidiary (each an “Additional Assignor”, and together the “Additional Assignors”) in favor of JPMorgan Chase Bank, N.A., as collateral agent (in such capacity the “Collateral Agent”) for the benefit of the Secured Creditors referred to in the Guarantee and Collateral Agreement referred to below. All capitalized terms not defined herein shall have the meaning ascribed to them in the Guarantee and Collateral Agreement.

JUNIOR INTERCREDITOR AGREEMENT
Junior Intercreditor Agreement • April 4th, 2014 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

JUNIOR INTERCREDITOR AGREEMENT dated as of March 31, 2014, (this “Agreement”), among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), the other Grantors party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent with respect to the Revolving Credit Facility (together with its successors and assigns, in such capacity, the “Revolving Agent”) and as collateral agent with respect to the Revolving Credit Facility (together with its successors and assigns, in such capacity, the “Revolving Collateral Agent”), JPMORGAN CHASE BANK, N.A., as administrative agent with respect to the Pari Passu Facility (together with its successors and assigns in such capacity, the “Pari Passu Agent”) and as collateral agent with respect to the Pari Passu Facility (together with its successors and assigns, in such capacity, the “Pari Passu Collateral Agent”), U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity, but solely in its capacity as Trustee under the Notes Indenture

Purchase Agreement
Lee Enterprises, Inc • March 27th, 2014 • Newspapers: publishing or publishing & printing • New York

Lee Enterprises, Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $400,000,000 principal amount of its 9.5% Senior Secured Notes due 2022 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of March 31, 2014 (the "Indenture"), among the Company, the guarantors listed in Schedule 2 hereto (the “Guarantors”), U.S. Bank National Association, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, as collateral agent (the “Collateral Agent”), and will be guaranteed on a senior secured basis by each of the Guarantors (the “Guarantees”).

SECOND AMENDMENT TO INTERCREDITOR AGREEMENT
Intercreditor Agreement • April 4th, 2014 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

This SECOND AMENDMENT TO INTERCREDITOR AGREEMENT (this “Amendment”) is dated as of March 31, 2014, among THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent (in such capacity, with its successors and assigns, the “First Priority Representative”) for the First Priority Secured Parties, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, with its successors and assigns, the “Second Priority Representative”) for the Second Priority Secured Parties, ST. LOUIS POST-DISPATCH LLC (“STL Post-Dispatch”), PULITZER INC. (“Pulitzer,” and together with STL Post-Dispatch, the “Obligors”), and each of the other Loan Parties. Unless otherwise indicated, capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Intercreditor Agreement referred to below.

GUARANTY AGREEMENT
Guaranty Agreement • August 9th, 2005 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

THIS GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “GUARANTY”) is made as of May 1, 2000 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.

PLEDGE AGREEMENT
Pledge Agreement • February 3rd, 2012 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York

PLEDGE AGREEMENT, dated as of January 30, 2012 (as amended, modified, restated and/or supplemented from time to time, this “Agreement”), made by 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”) in favor of Wilmington Trust, National Association, 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 Loan Agreement (as defined below) shall be used herein as therein defined.

LEE ENTERPRISES, INCORPORATED Registration Rights Agreement
Lee Enterprises, Inc • April 4th, 2014 • Newspapers: publishing or publishing & printing • New York

Lee Enterprises, Incorporated, a Delaware corporation (the “Company”), proposes to issue to Mudrick Capital Management, LP, Hawkeye Capital Management, LLC, Cohanzick Management, LLC, Aristeia Capital, L.L.C., CVC Credit Partners, LLC, Franklin Mutual Advisers, LLC and Wingspan Master Fund, LP, in each case or any funds, affiliates or investment vehicles of (and designated in its sole discretion by) the foregoing (collectively, the “Initial Holders”), 6,000,000 warrants (the “Warrants”) exercisable for the purchase of shares of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Warrants are to be issued pursuant to the Warrant Agreement in connection with the transactions contemplated by that certain Second Lien Loan Agreement, dated as of the date hereof, among the Company, the lenders from time to time party thereto, and Wilmington Trust, N.A. as administrative agent and collateral agent. The holders of the Warrants will have the benefit of this registra

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER By and Among PULITZER PUBLISHING COMPANY, PULITZER INC., and HEARST-ARGYLE TELEVISION, INC. dated as of May 25, 1998
Agreement and Plan of Merger • August 9th, 2005 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Delaware

This Amended and Restated Agreement and Plan of Merger (this “Agreement”), dated as of May 25, 1998, is made by and among Pulitzer Publishing Company, a Delaware corporation (the “Company”), Pulitzer Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Newco”), and Hearst-Argyle Television, Inc., a Delaware corporation (“Acquiror”).

AMENDED AND RESTATED PARTNERSHIP AGREEMENT
Partnership Agreement • February 10th, 2010 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • Arizona

This Amended and Restated Partnership Agreement (the "Partnership Agreement") amends and restates a Partnership Agreement entered into by STAR and CITIZEN as of December 22, 1988 (the "Original Agreement").

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