Exhibit 4.2 Monitronics International, Inc. 11 3/4% SENIOR SUBORDINATED NOTES DUE 2010Monitronics International Inc • October 28th, 2003 • New York
PLEDGE AGREEMENTPledge Agreement • October 28th, 2003 • Monitronics International Inc • New York
FIRST AMENDMENT TO WARRANT AGREEMENTWarrant Agreement • October 28th, 2003 • Monitronics International Inc • Illinois
Exhibit 10.19 SERIES C PREFERRED STOCK PURCHASE AGREEMENT Dated as of February 22, 1999Shareholders Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.4 GUARANTEE AGREEMENT Guarantee Agreement, dated as of August 25, 2003, among Monitronics International, Inc., a Texas corporation (the "Borrower"), each of the subsidiaries of the Borrower listed on Schedule I hereto (each such subsidiary,...Guarantee Agreement • October 28th, 2003 • Monitronics International Inc • New York
AMONGStock Purchase Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.1 CREDIT AGREEMENT, dated as of August 25, 2003,Credit Agreement • October 28th, 2003 • Monitronics International Inc • New York
Exhibit 10.44 FIRST AMENDMENT OF LEASE This First Amendment of Lease is entered into by and between Valley View Tech. Inc., (hereinafter referred to as "Landlord"), and Monitronics International, Inc.(hereinafter referred to as, "Tenant"). WHEREAS,...Lease • October 28th, 2003 • Monitronics International Inc
RECITALSPreferred Stock Purchase Agreement • October 28th, 2003 • Monitronics International Inc • Texas
AND WARRANTPurchase Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.5 AFFILIATE SUBORDINATION AGREEMENT AFFILIATE SUBORDINATION AGREEMENT, dated as of August 25, 2003, among (i) Austin Ventures III-A, L.P., a Delaware limited partnership, Austin Ventures III-B, L.P., a Delaware limited partnership, Austin...Subordination Agreement • October 28th, 2003 • Monitronics International Inc • New York
AMENDMENT AGREEMENTAmendment Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.28 SERIES D-1 PREFERRED STOCK PURCHASE AGREEMENT Dated as of April 27, 2001Purchase Agreement • October 28th, 2003 • Monitronics International Inc • Texas
by and amongRegistration Rights Agreement • October 28th, 2003 • Monitronics International Inc • New York
Exhibit 10.31 FORM OF NML AMENDMENT This First Amendment to Subordinated Note and Warrant Purchase Agreement (this "Amendment"), dated as of August 25, 2003 (the "Effective Date"), amends that certain Subordinated Note and Warrant Purchase Agreement...Warrant Purchase Agreement • October 28th, 2003 • Monitronics International Inc • New York
EXHIBIT 10.2 SECURITY AGREEMENT SECURITY AGREEMENT, dated as of August 25, 2003, among Monitronics International, Inc., a Texas corporation (the "Borrower"), each of the subsidiaries of the Borrower from time to time party hereto (each such...Security Agreement • October 28th, 2003 • Monitronics International Inc • New York
RECITALS:Second Amendment Agreement • October 28th, 2003 • Monitronics International Inc • Texas
RECITALSIntercreditor and Subordination Agreement • October 28th, 2003 • Monitronics International Inc • New York
RECITALSIntercreditor Agreement • October 28th, 2003 • Monitronics International Inc • New York
Exhibit 10.16 THIRD AMENDED AND RESTATED CO-SALE AGREEMENT This Third Amended and Restated Co-Sale Agreement (the "Agreement") is entered into as of January 18, 2002 by and among Monitronics International, Inc., a Texas corporation (the "Company"),...Co-Sale Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.27 FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT Dated as of January 18, 2002Shareholders Agreement • October 28th, 2003 • Monitronics International Inc • Texas
FIFTH AMENDMENT AGREEMENTFifth Amendment Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.17 FOURTH AMENDED AND RESTATED REGISTRATION AGREEMENT This Fourth Amended and Restated Registration Agreement is entered into as of January 18, 2002 by and among Monitronics International, Inc., a Texas corporation (the Company'), the...Registration Agreement • October 28th, 2003 • Monitronics International Inc • Texas
Exhibit 10.25 SIXTH AMENDMENT AGREEMENT This Sixth Amendment Agreement (the "Agreement") is entered into as of April 27, 2001 by and among Monitronics International, Inc., a Texas corporation (the "Company"), the holders of Preferred Stock listed on...Sixth Amendment Agreement • October 28th, 2003 • Monitronics International Inc • Texas
This Indemnification Agreement (the "Agreement") is executed on and entered into as of to be effective as of (the "Effective Date") by ------- ------------ and between Monitronics International, Inc., a Texas corporation (the "Company"), and...Indemnification Agreement • October 28th, 2003 • Monitronics International Inc • Texas
EXHIBIT 10.26 SEVENTH AMENDMENT AGREEMENT This Seventh Amendment Agreement (the "Agreement") is entered into as of January 18, 2002 by and among Monitronics International, Inc., a Texas corporation (the "Company"), the holders of Preferred Stock...Seventh Amendment Agreement • October 28th, 2003 • Monitronics International Inc • Texas
3. LEASED PREMISES: In consideration of the rents, terms and covenants of this Lease Agreement (the "Lease"), Landlord hereby leases to Tenant certain premises (the "Leased Premises") containing approximately 8,037 square feet ----- within the...Lease Agreement • October 28th, 2003 • Monitronics International Inc
3. LEASED PREMISES: In consideration of the rents, terms and covenants of this Lease Agreement (the "Lease"), Landlord hereby leases to Tenant certain premises (the "Leased Premises") containing approximately 11,830 square feet ------ within the...Lease Agreement • October 28th, 2003 • Monitronics International Inc
EXHIBIT 10.3 COLLATERAL PATENT, TRADEMARK, COPYRIGHT AND LICENSE AGREEMENT COLLATERAL PATENT, TRADEMARK, COPYRIGHT AND LICENSE ASSIGNMENT, dated as of August 25, 2003, among Monitronics International, Inc., a Texas corporation (the "Assignor"), to...License Agreement • October 28th, 2003 • Monitronics International Inc • New York
3. LEASED PREMISES: In consideration of the rents, terms and covenants of this Lease Agreement (the "Lease"), Landlord hereby leases to Tenant certain premises (the "Leased Premises") containing approximately 9,434 square feet ----- within the...Lease Agreement • October 28th, 2003 • Monitronics International Inc
Exhibit 10.8 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of August 25, 2003, by and among The Northwestern Mutual Life Insurance Company (the "Pledgor") and Fleet National Bank, as Administrative Agent for the Lenders from time to time party to the...Pledge Agreement • October 28th, 2003 • Monitronics International Inc • New York
RECITAL:Employment Agreement • October 28th, 2003 • Monitronics International Inc • Texas
3. LEASED PREMISES: In consideration of the rents, terms and covenants of this Lease Agreement (the "Lease"), Landlord hereby leases to Tenant certain premises (the "Leased Premises") containing approximately 7,389 square feet ----- within the...Lease Agreement • October 28th, 2003 • Monitronics International Inc
Exhibit 10.46 FIRST AMENDMENT OF LEASE ------------------------ This First Amendment of Lease is entered into by and between TDC Dallas Partners No. 2, Ltd., (hereinafter referred to as "Landlord") and Monitronics International, Inc. referred to as...Monitronics International Inc • October 28th, 2003
Exhibit 10.12 TAKE-ALONG/DRAG-ALONG RIGHTS AGREEMENT This TAKE-ALONG/DRAG-ALONG RIGHTS AGREEMENT (this "Agreement") is entered into and effective as of November 10, 1994, by and among Austin Ventures III-A, L.P. and Austin Ventures III-B, L.P., each a...Rights Agreement • October 28th, 2003 • Monitronics International Inc • Illinois
