PLEDGE AGREEMENT dated as of [DATE], 1999, among AMERICAN MEDIA OPERATIONS, INC., a Delaware corporation (the "BORROWER"), AMERICAN MEDIA, INC., a Delaware corporation ("HOLDINGS"), each subsidiary of Holdings listed on Schedule I hereto (each such...Pledge Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
1 EXHIBIT 2.3 MANAGEMENT AGREEMENT This Management Agreement (this "Agreement"), dated as of May 7, 1999, between American Media, Inc., a Delaware corporation (together with its subsidiaries, the "Company"), and Evercore Advisors Inc., a Delaware...Management Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
GUARANTEE AGREEMENT dated as of May 7, 1999, among AMERICAN MEDIA, INC. ("HOLDINGS"), a Delaware corporation, each of the subsidiaries listed on Schedule I hereto (each such subsidiary individually, a "SUBSIDIARY" and, collectively, the...Guarantee Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
CONFORMED COPY CREDIT AGREEMENTCredit Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
INDEMNITY, SUBROGATION and CONTRIBUTION AGREEMENT dated as of May 7, 1999, among AMERICAN MEDIA OPERATIONS, INC., a Delaware corporation (the "BORROWER"), each subsidiary of American Media, Inc. listed on Schedule I hereto (each a "SUBSIDIARY" or a...Contribution Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
1 Exhibit 1 AMERICAN MEDIA OPERATIONS, INC. 10 1/4% Senior Subordinated Notes due 2009 PURCHASE AGREEMENTMerger Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
1 Exhibit 10.2 EMPLOYMENT AGREEMENT (DAVID J. PECKER) EMPLOYMENT AGREEMENT (the "Agreement") dated February 16, 1999 by and between EMP Acquisition Corp., a Delaware corporation ("Newco") and David J. Pecker (the "Executive"). WHEREAS, Newco and...Employment Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
ANDAgreement and Plan of Merger • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • Delaware
SECURITY AGREEMENT dated as of May 7, 1999, among AMERICAN MEDIA OPERATIONS, INC., a Delaware corporation (the "BORROWER"), AMERICAN MEDIA, INC., a Delaware corporation ("HOLDINGS"), each subsidiary of Holdings listed on Schedule I hereto (each such...Security Agreement • July 23rd, 1999 • Marketing Services Inc • Newspapers: publishing or publishing & printing • New York
1 Exhibit 4.2 AMERICAN MEDIA OPERATIONS, INC. 10 1/4% SENIOR SUBORDINATED NOTES DUE 2009 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTMarketing Services Inc • July 23rd, 1999 • Newspapers: publishing or publishing & printing • New York
EMP Group L.L.C.Marketing Services Inc • July 23rd, 1999 • Newspapers: publishing or publishing & printing • New York
