0001193125-06-211486 Sample Contracts

INVESTOR RIGHTS AGREEMENT BY AND AMONG GATEHOUSE MEDIA, INC., and FIF III LIBERTY HOLDINGS LLC Dated as of October __, 2006
Investor Rights Agreement • October 20th, 2006 • GateHouse Media, Inc. • Newspapers: publishing or publishing & printing • Delaware

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of October , 2006, by and among GateHouse Media, Inc., a Delaware corporation (the “Company”) and FIF III Liberty Holdings LLC, a Delaware limited liability company (“FIF”). FIF is also referred to herein as the “Initial Stockholder.” Certain capitalized terms used in this Agreement are defined in Article I. Unless otherwise indicated, references to articles and sections shall be to articles and sections of this Agreement.

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SECOND AMENDMENT TO FIRST LIEN CREDIT AGREEMENT
First Lien Credit Agreement • October 20th, 2006 • GateHouse Media, Inc. • Newspapers: publishing or publishing & printing • New York

THIS SECOND AMENDMENT TO FIRST LIEN CREDIT AGREEMENT (this “Amendment”), dated as of October 11, 2006, is by and among GATEHOUSE MEDIA HOLDCO, INC., a Delaware corporation (“Holdco”), GATEHOUSE MEDIA OPERATING, INC., a Delaware corporation (the “Company”), GATEHOUSE MEDIA MASSACHUSETTS I, INC., a Delaware corporation (“Gatehouse I”), successor by merger to Gatehouse Media Massachusetts III, Inc., ENM, Inc. and ENM Merger Sub, Inc., GATEHOUSE MEDIA MASSACHUSETTS II, INC., a Delaware corporation (“Gatehouse II”), successor by merger to Heritage Partners Media, Inc. and HPM Merger Sub, Inc., ENHE ACQUISITION, LLC, a Delaware limited liability company (“ENHE” and, together with Gatehouse I and Gatehouse II, collectively the “Subsidiary Borrowers” and individually a “Subsidiary Borrower”), each of those Domestic Subsidiaries of Holdco identified as a “Guarantor” on the signature pages hereto (together with Holdco, collectively the “Guarantors” and individually a “Guarantor”; the Guarantors,

FIRST AMENDMENT TO FIRST LIEN CREDIT AGREEMENT, SECURED BRIDGE CREDIT AGREEMENT AND INTERCREDITOR AGREEMENT
Secured Bridge Credit Agreement • October 20th, 2006 • GateHouse Media, Inc. • Newspapers: publishing or publishing & printing • New York

THIS FIRST AMENDMENT TO FIRST LIEN CREDIT AGREEMENT, SECURED BRIDGE CREDIT AGREEMENT AND INTERCREDITOR AGREEMENT (this “Amendment”), dated as of June 21, 2006, is by and among GATEHOUSE MEDIA HOLDCO, INC., a Delaware corporation (“Holdco”), GATEHOUSE MEDIA OPERATING, INC., a Delaware corporation (the “Company”), GATEHOUSE MEDIA MASSACHUSETTS I, INC., a Delaware corporation (“Gatehouse I”), successor by merger to Gatehouse Media Massachusetts III, Inc., ENM, Inc. and ENM Merger Sub, Inc., GATEHOUSE MEDIA MASSACHUSETTS II, INC., a Delaware corporation (“Gatehouse II”), successor by merger to Heritage Partners Media, Inc. and HPM Merger Sub, Inc., ENHE ACQUISITION, LLC, a Delaware limited liability company (“ENHE” and, together with Gatehouse I and Gatehouse II, collectively the “Subsidiary Borrowers” and individually a “Subsidiary Borrower”), each of those Domestic Subsidiaries of Holdco identified as a “Guarantor” on the signature pages hereto (together with Holdco, collectively the “Gu

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