Meredith Corp Sample Contracts

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EXHIBIT 2 --------- CREDIT AGREEMENT
Credit Agreement • February 11th, 1999 • Meredith Corp • Periodicals: publishing or publishing & printing • Georgia
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 30, 2016 among MEREDITH CORPORATION, as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and L/C Issuer, The Other Lenders Party Hereto, JPMORGAN...
Credit Agreement • January 26th, 2017 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of November 30, 2016, among MEREDITH CORPORATION, an Iowa corporation (hereinafter, together with its successors in title and assigns, called the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and L/C Issuer.

NONQUALIFIED STOCK OPTION AWARD
Agreement • November 12th, 1996 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa
MEREDITH CORPORATION, THE GUARANTORS NAMED ON SCHEDULE I HERETO and U.S. BANK NATIONAL ASSOCIATION, as Trustee and Collateral Agent INDENTURE Dated as of June 29, 2020 6.500% SENIOR SECURED NOTES DUE 2025
Indenture • June 30th, 2020 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

INDENTURE, dated as of June 29, 2020, among Meredith Corporation, an Iowa corporation (the “Issuer”), the Guarantors (as defined herein) listed on Schedule I hereto and U.S. Bank National Association, as Trustee and Collateral Agent.

R E C I T A L S: ---------------
Credit Agreement • February 13th, 2001 • Meredith Corp • Periodicals: publishing or publishing & printing • Georgia
FIRST MEDIA TELEVISION, L.P. 400 Perimeter Center Terrace Suite 975 Atlanta, Georgia 30346 June 2, 1997
Agreement • July 10th, 1997 • Meredith Corp • Periodicals: publishing or publishing & printing
Exhibit 4 --------- CREDIT AGREEMENT
Credit Agreement • July 10th, 1997 • Meredith Corp • Periodicals: publishing or publishing & printing • Georgia
NONQUALIFIED STOCK OPTION AWARD
Agreement • May 14th, 1997 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa
AMENDMENT TO CONSULTANCY AGREEMENT
Consultancy Agreement • February 13th, 2001 • Meredith Corp • Periodicals: publishing or publishing & printing
CREDIT AGREEMENT Dated as of January 31, 2018 among MEREDITH CORPORATION, as the Borrower, THE SUBSIDIARY GUARANTORS PARTY HERETO FROM TIME TO TIME, THE LENDERS PARTY HERETO FROM TIME TO TIME, and ROYAL BANK OF CANADA, as Administrative Agent and...
Credit Agreement • January 31st, 2018 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

CREDIT AGREEMENT, dated as of January 31, 2018 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Meredith Corporation, an Iowa corporation, as borrower (the “Borrower”), the Subsidiary Guarantors party hereto from time to time, each lender party hereto from time to time (collectively, the “Lenders” and individually, a “Lender”) and Royal Bank of Canada (“Royal Bank”), as Swingline Lender, Administrative Agent and Collateral Agent.

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • February 28th, 2014 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

Meredith Corporation, an Iowa corporation (together with any successor thereto that becomes such in accordance with Section 10.5, the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the Purchasers”) as follows:

MEREDITH CORPORATION, THE GUARANTORS NAMED ON SCHEDULE I HERETO and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of January 31, 2018 6.875% SENIOR NOTES DUE 2026
Supplemental Indenture • January 31st, 2018 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

INDENTURE, dated as of January 31, 2018, among Meredith Corporation, a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) listed on Schedule I hereto and U.S. Bank National Association, as Trustee.

NONQUALIFIED STOCK OPTION AWARD
Agreement • February 11th, 1997 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa
Note Purchase Agreement
Meredith Corp • January 28th, 2015 • Periodicals: publishing or publishing & printing • New York

Meredith Corporation, an Iowa corporation (together with any successor thereto that becomes such in accordance with Section 10.5, the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the Purchasers”) as follows:

Exhibit 2.1 ----------- KELLY TELEVISION CO. AGREEMENT AND PLAN OF MERGER dated as of August 21, 1998
Agreement and Plan of Merger • November 12th, 1998 • Meredith Corp • Periodicals: publishing or publishing & printing • California
REGISTRATION RIGHTS AGREEMENT BY AND AMONG MEREDITH CORPORATION, THE SUBSIDIARY GUARANTORS PARTY HERETO and RBC CAPITAL MARKETS, LLC as representative of the Initial Purchasers (as defined herein) Dated as of June 29, 2020
Registration Rights Agreement • June 30th, 2020 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

Each broker-dealer that receives New Securities for its own account pursuant to the Exchange Offer must acknowledge that it shall deliver a prospectus in connection with any resale of such New Securities. The Letter of Transmittal states that by so acknowledging and by delivering a Prospectus, a broker-dealer shall not be deemed to admit that it is an “underwriter” within the meaning of the Act. This prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of New Securities received in exchange for Securities where such Securities were acquired by such broker-dealer as a result of market-making activities or other trading activities. The Issuers have agreed that, for a period ending on the earlier of (i) 180 days from the date on which the Exchange Offer Registration Statement is declared effective and (ii) the date on which broker-dealers are no longer required to deliver a prospectus in connection with market-making

FIRST AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT Dated as of April 25, 2011 Among MEREDITH FUNDING CORPORATION as Seller, MEREDITH CORPORATION, as Servicer, FALCON ASSET SECURITIZATION COMPANY LLC, THE FINANCIAL INSTITUTIONS FROM TIME TO TIME...
Receivables Purchase Agreement • April 27th, 2011 • Meredith Corp • Periodicals: publishing or publishing & printing • Illinois

THIS FIRST AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT dated as of April 25, 2011, is among Meredith Funding Corporation, a Delaware corporation (“Seller”), Meredith Corporation, an Iowa corporation (“Meredith”), as initial Servicer, the entities listed on Schedule A to this Agreement (together with any of their respective successors and assigns hereunder, the “Financial Institutions”), Falcon Asset Securitization Company LLC (“Conduit”) and JPMorgan Chase Bank, N.A., as agent for the Purchasers hereunder or any successor agent hereunder (together with its successors and assigns hereunder, the “Agent”). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I.

CREDIT AGREEMENT Dated as of June 16, 2010 among MEREDITH CORPORATION, as Borrower, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, The Other Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., WELLS FARGO BANK, N.A. and BBVA COMPASS BANK,...
Credit Agreement • June 18th, 2010 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

This CREDIT AGREEMENT is entered into as of June 16, 2010, among MEREDITH CORPORATION, an Iowa corporation (hereinafter, together with its successors in title and assigns, called the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, JPMORGAN CHASE BANK, N.A., WELLS FARGO BANK, N.A. and BBVA COMPASS BANK, each as a Co-Syndication Agent, and U.S. BANK NATIONAL ASSOCIATION, as Documentation Agent.

Exhibit 4.1 ----------- CREDIT AGREEMENT
Credit Agreement • May 13th, 2002 • Meredith Corp • Periodicals: publishing or publishing & printing
Meredith Corporation
Employment Agreement • May 19th, 2020 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa
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Meredith Corporation
Acknowledgment Agreement • September 10th, 2021 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

As you know, Meredith Corporation (“Meredith”) recently entered into an Agreement and Plan of Merger, with Gray Television, Inc. (“Gray”), Gray Hawkeye Stations, Inc., a wholly-owned subsidiary of Gray, and Meredith dated May 3, 2021 (as amended, the “Merger Agreement”). As a result of the Merger contemplated by the Merger Agreement (the “Merger”), Gray will acquire our local media group (“LMG”) business segment and Meredith will become a wholly-owned subsidiary of Gray.

AGREEMENT AND PLAN OF MERGER by and among MEDIA GENERAL, INC, MONTAGE NEW HOLDCO, INC., MONTAGE MERGER SUB 1, INC., MONTAGE MERGER SUB 2, INC. and MEREDITH CORPORATION DATED AS OF SEPTEMBER 7, 2015
Agreement and Plan of Merger • September 10th, 2015 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

AGREEMENT AND PLAN OF MERGER, dated as of September 7, 2015 (this “Agreement”), by and among Media General, Inc., a Virginia corporation (“Montage”), Montage New Holdco, Inc., a Virginia corporation and a direct, wholly owned subsidiary of Montage (“New Holdco”), Montage Merger Sub 1, Inc., a Virginia corporation and a direct, wholly owned subsidiary of New Holdco (“Merger Sub 1”), Montage Merger Sub 2, Inc., an Iowa corporation and a direct, wholly owned subsidiary of New Holdco (“Merger Sub 2”), and Meredith Corporation, an Iowa corporation (“Marigold”). Each of Montage, New Holdco, Merger Sub 1, Merger Sub 2, and Marigold may be referred to herein as a “party” and collectively as the “parties”.

AMONG
Receivables Sale Agreement • May 13th, 2002 • Meredith Corp • Periodicals: publishing or publishing & printing • Illinois
ASSET PURCHASE AGREEMENT Among GANNETT CO., INC. and MEREDITH CORPORATION IN RESPECT OF TELEVISION STATION KMOV(TV), ST. LOUIS, MISSOURI and Related Assets
Asset Purchase Agreement • January 29th, 2014 • Meredith Corp • Periodicals: publishing or publishing & printing • Delaware

ASSET PURCHASE AGREEMENT, dated as of December 23, 2013 (this “Agreement”), by and among (i) GANNETT CO., INC., a Delaware corporation (“Parent”), together with that certain Seller named herein who shall join this Agreement as a party hereto, on the one hand, and (ii) MEREDITH CORPORATION, an Iowa corporation (“Buyer”), on the other hand.

AMENDED AND RESTATED SEVERANCE AGREEMENT BETWEEN MEREDITH CORPORATION AND EXECUTIVE OF\FICERS
Severance Agreement • February 4th, 2021 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

This Agreement is entered into as of the 30th of November, 2020 by and between MEREDITH CORPORATION, an Iowa corporation (the “Company”), and Catherine Levene, (the “Executive”).

AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • June 3rd, 2021 • Meredith Corp • Periodicals: publishing or publishing & printing

This Amendment No. 1 to the Agreement and Plan of Merger (this “Amendment”) is made and entered into as of June 2, 2021, by and among Meredith Corporation, an Iowa corporation (the “Company”), Gray Television, Inc., a Georgia corporation (“Parent”) and Gray Hawkeye Stations, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). Each of the Company, Parent and Merger Sub is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”

MEREDITH CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT*
Restricted Stock Unit Award Agreement • August 29th, 2017 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa

THIS AGREEMENT (the “Agreement”), effective as of the date set forth in the Notice, is between Meredith Corporation, an Iowa corporation (the “Company”) and the Grantee named in the Notice (the “Grantee”), and is subject to all applicable provisions of the Plan and the Plan’s Prospectus. The parties hereto agree as follows:

AGREEMENT AND PLAN OF MERGER among ABOUT, INC., MEREDITH CORPORATION, MEREDITH HOLDINGS CORPORATION, and solely for the limited purposes set forth herein IAC/INTERACTIVECORP Dated as of October 6, 2021
Agreement and Plan of Merger • October 7th, 2021 • Meredith Corp • Periodicals: publishing or publishing & printing • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 6, 2021, among Meredith Corporation, an Iowa corporation (“Matrix”), Meredith Holdings Corporation, an Iowa corporation and a wholly owned Subsidiary of Matrix (the “Company”), About, Inc., a Delaware corporation (“Parent”), and, solely with respect to Section 10.6, Section 10.10, Section 10.11, Section 10.12, Section 10.13 and Section 10.15, IAC/InterActiveCorp, a Delaware corporation (“Parent Guarantor”). Matrix, the Company, Parent and, following the execution and delivery of the Merger Sub Joinder by Merger Sub, Merger Sub are referred to individually as a “Party” and collectively as “Parties”.

AMONG
Receivables Purchase Agreement • May 13th, 2002 • Meredith Corp • Periodicals: publishing or publishing & printing • Illinois
EMPLOYMENT AGREEMENT
Employment Agreement • August 25th, 2009 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa

AGREEMENT entered into as of August 14th, 2008, by and between MEREDITH CORPORATION, an Iowa corporation (the "Company"), and JOHN S. ZIESER ("Executive"), to become effective August 12, 2008 ("Effective Date").

EMPLOYMENT AGREEMENT
Employment Agreement • August 25th, 2009 • Meredith Corp • Periodicals: publishing or publishing & printing • New York

AGREEMENT entered into as of March 9, 2008, by and between MEREDITH CORPORATION, an Iowa corporation (the "Company"), and JACK GRIFFIN ("Griffin"), to become effective March 6, 2008 (“Effective Date”).

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