EX-10.13



 Exhibit 10.13 

TERM LOAN SECURITY AGREEMENT 

TERM LOAN SECURITY AGREEMENT, dated as of August 4, 2014, among TRIBUNE PUBLISHING COMPANY, a Delaware corporation (as further defined in
Section 1(c), the “Borrower”), each of the Subsidiaries of the Borrower party hereto from time to time and JPMORGAN CHASE BANK, N.A., as collateral agent for the Term Loan Secured Parties (in such capacity, together with its
successors and assigns in such capacity, the “Collateral Agent”). 
 W I T N E S S E T H: 

WHEREAS, (1) the Borrower has entered into a Term Loan Credit Agreement, dated as of the date hereof (as the same may be amended,
supplemented, waived or otherwise modified from time to time, the “Term Loan Credit Agreement”), with the lenders from time to time party thereto (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as Administrative
Agent and Collateral Agent pursuant to which the Lenders have severally agreed to make loans to the Borrower upon the terms and subject to the conditions set forth therein, (2) one or more Hedge Banks may from time to time enter into
Secured Hedge Agreements with any Loan Party and (3) one or more Cash Management Banks may from time to time provide cash management services pursuant to Secured Cash Management Agreements to any Loan Party (clauses (1), (2), and (3),
collectively, the “Extensions of Credit”); 
 WHEREAS, pursuant to the Term Loan Pledge Agreement, dated as of the date
hereof (as the same may be amended, supplemented, waived or otherwise modified from time to time, the “Term Loan Pledge Agreement”) the Grantors have pledged certain Collateral for the benefit of the Term Loan Secured Parties; 

WHEREAS, pursuant to the Term Loan Guaranty, dated as of the date hereof (as the same may be amended, supplemented, waived or otherwise
modified from time to time, the “Term Loan Guaranty”), the Guarantors (as defined therein) have agreed to guarantee, for the benefit of the Term Loan Secured Parties, the prompt and complete payment and performance when due (whether
at the stated maturity, by acceleration or otherwise) of the Guaranteed Obligations; 
 WHEREAS, the proceeds of the Extensions of Credit
will be used in part to enable the Borrower to make valuable transfers to the Subsidiary Grantors in connection with the operation of their respective businesses; 

WHEREAS, it is a condition precedent to the obligations of the Lenders to make their respective Extensions of Credit to the Borrower under the
Term Loan Credit Agreement that the Grantors shall have executed and delivered this Agreement to the Collateral Agent, for the ratable benefit of the Term Loan Secured Parties; 







 WHEREAS, the Grantors acknowledge that they will derive substantial direct and indirect benefit
from the Extensions of Credit and have agreed to secure their obligations with respect thereto pursuant to this Agreement on the terms set forth herein; 

WHEREAS, pursuant to the ABL Credit Agreement, dated as of the date hereof, among the Borrower, certain Domestic Subsidiaries of the Borrower
(collectively, the “ABL Borrowers”), Bank of America, N.A. as administrative agent, as collateral agent (in such capacity, the “ABL Agent”), swingline lender and letter of credit issuer and the other parties
thereto, the lenders party thereto have severally agreed to make extensions of credit to the ABL Borrowers upon the terms and subject to the conditions set forth therein; 

WHEREAS, pursuant to the ABL Guaranty, dated as of the date hereof, certain Domestic Subsidiaries of the Borrower agreed to guarantee for the
benefit of the ABL Secured Parties the prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) of the Guaranteed Obligations (as defined therein); 

WHEREAS, pursuant to the ABL Pledge Agreement, dated as of the date hereof, the Borrower and certain Domestic Subsidiaries of the Borrower
have pledged certain Collateral for the benefit of the ABL Secured Parties; 
 WHEREAS, pursuant to the ABL Security Agreement, dated as of
the date hereof (as the same may be amended, supplemented, waived or otherwise modified from time to time, the “ABL Security Agreement”), the ABL Borrowers and certain other Domestic Subsidiaries of the Borrower have granted a first
priority Lien to the ABL Agent for the benefit of the ABL Secured Parties on the ABL Priority Collateral and a second priority Lien for the benefit of the ABL Secured Parties on the Term Loan Priority Collateral (subject in each case to liens
permitted under the ABL Facility Agreement); 
 WHEREAS, the Collateral Agent and the ABL Agent have entered into an Intercreditor
Agreement, acknowledged by the Grantors, dated as of the date hereof (as the same may be amended, supplemented, waived or otherwise modified from time to time, the “ABL/Term Loan Intercreditor Agreement”); and 

WHEREAS, the Collateral Agent and one or more Additional Agents may in the future enter into a Junior Lien Intercreditor Agreement
substantially in the form attached to the Term Credit Loan Credit Agreement as Exhibit L-2, and acknowledged by the Grantors (as the same may be amended, supplemented, waived or otherwise modified from time to time, the “Junior Lien
Intercreditor Agreement”), and one or more Other Intercreditor Agreements or Intercreditor Agreement Supplements. 
 NOW,
THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged and 







 
to induce the Agents and the Lenders to enter into the Term Loan Credit Agreement and to induce the Lenders to make their Extensions of Credit to the Borrower under the Term Loan Credit
Agreement, to induce one or more Hedge Banks to enter into Secured Hedge Agreements with any Loan Party and to induce one or more Cash Management Banks to provide cash management services pursuant to Secured Cash Management Agreements to any Loan
Party, the Grantors hereby agree with the Collateral Agent, for the benefit of the Term Loan Secured Parties, as follows: 
  

	 	1.	Defined Terms. 

 (a) (i) Unless otherwise defined herein, terms defined in the
Term Loan Credit Agreement and used herein (including terms used in the preamble and the recitals) shall have the meanings given to them in the Term Loan Credit Agreement and (ii) all terms defined in the Uniform Commercial Code from
time to time in effect in the State of New York (the “UCC”) and not defined herein or in the Term Loan Credit Agreement shall have the meanings specified therein (and if defined in more than one article of the UCC, shall have the
meaning specified in Article 9 thereof). 
 (b) The rules of construction and other interpretive provisions specified in Sections 1.02,
1.05, 1.06 and 1.07 of the Term Loan Credit Agreement shall apply to this Agreement, including terms defined in the preamble and recitals hereto. 

(c) The following terms shall have the following meanings: 

“ABL Agent” shall have the meaning assigned to such term in the recitals hereto. 

“ABL Borrowers” shall have the meaning assigned to such term in the recitals hereto. 

“ABL Collateral Representative” shall have the meaning assigned to such term in the ABL/Term Loan Intercreditor Agreement.

 “ABL Facility Agreement” shall have the meaning assigned to such term in the Term Loan Credit Agreement. 

“ABL Facility Documents” shall have the meaning assigned to such term in the Term Loan Credit Agreement. 

“ABL Obligations” shall have the meaning assigned to such term in the ABL/Term Loan Intercreditor Agreement. 

“ABL Priority Collateral” shall have the meaning assigned to such term in the ABL/Term Loan Intercreditor Agreement. 







 “ABL Secured Parties” means the “Secured Parties” as such term is
defined in the ABL Facility Agreement. 
 “ABL Security Agreement” shall have the meaning assigned to such term in the
recitals hereto. 
 “ABL/Term Loan Intercreditor Agreement” shall have the meaning assigned to such term in the recitals
hereto. 
 “Additional ABL Agent” shall have the meaning assigned to such term in the ABL/Term Loan Intercreditor
Agreement. 
 “Additional ABL Collateral Documents” shall have the meaning assigned to such term in the ABL/Term Loan
Intercreditor Agreement. 
 “Additional ABL Obligations” shall have the meaning assigned to such term in the ABL/Term Loan
Intercreditor Agreement. 
 “Additional Agent” shall have the meaning assigned to such term in the ABL/Term Loan
Intercreditor Agreement. 
 “Additional Term Agent” shall have the meaning assigned to such term in the ABL/Term Loan
Intercreditor Agreement. 
 “Additional Term Collateral Documents” shall have the meaning assigned to such term in the
ABL/Term Loan Intercreditor Agreement. 
 “Additional Term Obligations” shall have the meaning assigned to such term in the
ABL/Term Loan Intercreditor Agreement. 
 “Additional Term Secured Parties” shall have the meaning assigned to such term in
the ABL/Term Loan Intercreditor Agreement. 
 “After-Acquired Intellectual Property Collateral” shall have the meaning
assigned to such term in Section 4.01(c). 
 “Agreement” shall mean this Term Loan Security Agreement, as amended,
supplemented, waived or otherwise modified from time to time. 
 “Borrower” shall have the meaning assigned to such term in
the preamble hereto. In the event the Borrower consummates any merger, amalgamation or consolidation in accordance with Section 7.04 of the Term Loan Credit Agreement, the surviving Person in such merger, amalgamation or consolidation shall be
deemed to be the “Borrower” for all purposes of this Agreement. 







 “Collateral” shall have the meaning assigned to such term in Section 2(a).

 “Collateral Account” shall mean any collateral account established by the Collateral Agent as provided in
Section 5.01. 
 “Collateral Agent” shall have the meaning assigned to such term in the preamble hereto. 

“Collateral Representative” shall mean (i) with respect to the Term Loan Priority Collateral, the Term Loan
Collateral Representative and, with respect to the ABL Priority Collateral, the ABL Collateral Representative, (ii) if the Junior Lien Intercreditor Agreement is executed, the Senior Priority Representative (as defined therein) and
(iii) if any Other Intercreditor Agreement is executed, the Person acting as representative for the Collateral Agent and the Secured Parties thereunder for the applicable purpose contemplated by this Agreement. 

“Commercial Tort Action” shall mean any action, with respect to any Person other than the Grantors, that is commenced by a
Grantor in the courts of the United States of America, any state or territory thereof or any political subdivision of any such state or territory, in which any Grantor seeks damages arising out of torts committed against it that would reasonably be
expected to result in a damage award to it exceeding $5,000,000. 
 “Copyrights” shall mean all (a) copyright
rights in any work subject to the copyright laws of the United States, whether registered or unregistered and whether published or unpublished, including copyrights in computer software and the content thereof, and internet web sites and the content
thereof, (b) all derivative works, renewals, extensions, reversions or restorations associated with such copyrights, now or hereafter provided by law, regardless of the tangible medium of fixation, (c) registrations, recordings and
applications for registration of any such copyright rights in the United States, including registrations, recordings, supplemental registrations and pending applications for registration in the United States Copyright Office, and
(d) rights to obtain all renewals thereof. 
 “Deposit Account” shall mean any “deposit account” as
such term is defined in the UCC (as in effect on the date hereof), now or hereafter maintained by any Grantor. 
 “Deposit Account
Control Agreement” means, with respect to any Deposit Account of any Grantor, a Deposit Account Control Agreement in form and substance reasonably satisfactory to the Collateral Agent, among such Grantor, the Collateral Agent and the
relevant Depositary Bank. 
 “Discharge of ABL Obligations” shall have the meaning assigned to such term in the ABL/Term
Loan Intercreditor Agreement. 







 “Discharge of Additional ABL Obligations” shall have the meaning assigned to
such term in the ABL/Term Loan Intercreditor Agreement. 
 “Discharge of Additional Term Obligations” shall have the
meaning assigned to such term in the ABL/Term Loan Intercreditor Agreement. 
 “Discharge of Term Loan Obligations” shall
have the meaning assigned to such term in the ABL/Term Loan Intercreditor Agreement. 
 “Excluded Equity Interests” shall
mean (i) Equity Interests to the extent the grant of a security interest is prohibited by Law or requires a consent not obtained of any Governmental Authority pursuant to such Law; (ii) Equity Interests in any Person, other
than wholly owned Restricted Subsidiaries; (iii) Equity Interests to the extent a security interest in such assets would result in material adverse tax consequences (including as a result of the operation of Section 956 of the Code
or any similar Law in any applicable jurisdiction) as reasonably determined by the Borrower in writing in consultation with the Collateral Agent; (iv) Equity Interests as to which the Collateral Agent and the Borrower reasonably
agree in writing that the cost of obtaining such a security interest or perfection thereof are excessive in relation to the benefit to the Lenders of the security to be afforded thereby; (v) in excess of 65% of the Equity Interests of
(A) any Foreign Subsidiaries or (B) any FSHCO; and (vi) Equity Interests of (A) any Subsidiary of a Foreign Subsidiary, (C) any Immaterial Subsidiary, (D) any Unrestricted
Subsidiary, (E) any entity set forth in clause (b), (d), (e), (m) or (p) of the definition of Excluded Subsidiary and (F) any Equity Interests or other securities of a Subsidiary to the extent that the pledge of or
grant of any lien on such Equity Interests or other securities for the benefit of any holders of any securities would result in the Borrower or any of the Restricted Subsidiaries being required to file separate financial statements for the issuer of
such capital stock or securities with the Securities and Exchange Commission (or another governmental authority) pursuant to either Rule 3-10 or 3-16 of Regulation S-X under the Securities Act, or any other law, rule or regulation as in effect from
time to time, but only to the extent necessary to not be subject to such requirement. 
 “Excluded Property” shall mean
(a) any property included in the definition of “Collateral” in the Term Loan Pledge Agreement, (b) any Excluded Equity Interest, (c) any fee-owned real property with a value of less than $10,000,000 and
all leasehold interests (including requirements to deliver landlord lien waivers, estoppels and collateral access letters), in each case including fixtures related thereto, (d) motor vehicles and other assets subject to certificates of
title, Letter of Credit Rights with a value of less than $5,000,000, Letter of Credit Rights to the extent any Grantor is required by applicable law to apply the proceeds of such a drawing of such letter of credit for a specified purpose and
Commercial Tort Claims with a value of less than $5,000,000, (e) any asset or property to the extent the grant of a security interest is prohibited by Law or requires a consent not obtained of any Governmental Authority pursuant to such
Law, (f) assets to the extent a security interest in such assets would result in material adverse tax 







 
consequences (including as a result of the operation of Section 956 of the Code or any similar Law in any applicable jurisdiction) as reasonably determined by the Borrower in writing in
consultation with the Collateral Agent, (g) any lease, license or other agreement or Contractual Obligation or any property subject to a purchase money security interest or similar arrangement to the extent that a grant of a security
interest therein would violate or invalidate such lease, license or agreement or Contractual Obligation or purchase money arrangement or create a right of termination in favor of any other party thereto (other than the Borrower or a wholly owned
Subsidiary) after giving effect to the applicable anti-assignment provisions of the Uniform Commercial Code of any applicable jurisdiction other than Proceeds and receivables thereof, the assignment of which is expressly deemed effective under
the Uniform Commercial Code of any applicable jurisdiction notwithstanding such prohibition, (h) those assets as to which the Collateral Agent and the Borrower reasonably agree in writing that the cost of obtaining such a security
interest or perfection thereof are excessive in relation to the benefit to the Lenders of the security to be afforded thereby, (i) any governmental licenses or state or local franchises, charters and authorizations, to the extent
security interests in such licenses, franchises, charters or authorizations are prohibited or restricted thereby after giving effect to the applicable anti-assignment provisions of the Uniform Commercial Code of any applicable jurisdiction,
(j) “intent-to-use” trademark or service mark applications for which an amendment to allege use or statement of use has not been filed under 15 U.S.C. §1051(c) or 15 U.S.C. §1051(d), respectively, or, if filed, has
not been deemed in accordance with 15 U.S.C. §1051(a) or examined and accepted, respectively, by the United States Patent and Trademark Office to the extent that the grant of the security interest therein prior to such time would result in the
invalidity or unenforceability of any such application or resulting registration, (k) any L/C Collateral, (l) any intellectual property rights arising under the laws of any jurisdiction other than the United States or any
state thereof, (m) any commercial tort claims held by or assigned to the Litigation Trust (as defined in the Plan of Reorganization), (n) Excluded Deposit/Securities Accounts (o) any aircraft, airframes, aircraft
engines, helicopters or rolling stock, or any other equipment or assets constituting a part thereof, (p) margin stock (within the meaning of Regulation U issued by the FRB), and (q) any property that would otherwise
constitute ABL Priority Collateral but is Excluded Property (as such term is defined in the ABL Security Agreement); provided that prior to the Discharge of ABL Obligations, no asset that would be Excluded Property pursuant to the foregoing
clauses (a) through (q) shall be Excluded Property if it has been granted to secure the ABL Facility Obligations and, for the avoidance of doubt, is not an “excluded” asset under the ABL Facility Documents. 

“Exclusive IP Agreements” shall have the meaning assigned to such term in Section 3.02(a). 

“Extensions of Credit” shall have the meaning assigned to such term in the recitals hereto. 







 “Grantor” shall mean each Subsidiary Grantor and the Borrower in their
individual capacities, and collectively the “Grantors”. 
 “Guaranteed Obligations” shall have the meaning
assigned to such term in the Guaranty. Notwithstanding anything to the contrary contained in this Agreement or any provision of the Term Loan Credit Agreement or any other Loan Document, the Guaranteed Obligations of any Grantor shall not extend to
or include any Excluded Swap Obligation (as defined in the Guaranty). 
 “Guaranty” shall have the meaning assigned to such
term in the recitals hereto. 
 “Intellectual Property” shall mean the Trade Secrets, Copyrights, Patents, Trademarks and
the IP Agreements, all rights therein, and all rights to sue at law or in equity for any past, present, or future infringement, misappropriation, violation, misuse or other impairment thereof, including the right to receive injunctive relief and all
Proceeds and damages therefrom. 
 “Intellectual Property Collateral” shall mean the Collateral constituting Intellectual
Property, including the Intellectual Property set forth in Schedule 3.02(a)(i) and Schedule 3.02(a)(ii) hereto. 
 “Intellectual
Property Security Agreements” shall have the meaning assigned to such term in Section 4.01(c). 
 “Intercreditor
Agreements” shall mean, (a) the ABL/Term Loan Intercreditor Agreement, (b) any Junior Lien Intercreditor Agreement and (c) any Other Intercreditor Agreement that may be entered into in the future by the Collateral Agent
and one or more Additional Agents and acknowledged by the Borrower and the other Grantors (each as amended, amended and restated, waived, supplemented or otherwise modified from time to time (upon and during the effectiveness thereof)). 

“IP Agreements” shall mean any and all written United States agreements, now or hereafter in effect, relating to the license,
development, use, manufacture, distribution, sale or disclosure of any Copyrights, Patents, Trademarks, Trade Secrets or other Intellectual Property to which any Grantor, now or hereafter, is a party. 

“Junior Lien Intercreditor Agreement” shall have the meaning assigned to such term in the recitals hereto. 

“L/C Collateral” shall have the meaning assigned to such term in the Term Loan Credit Agreement. 

“Lenders” shall have the meaning assigned to such term in the recitals hereto. 

“Loan Parties” shall mean the Borrower and the Subsidiary Grantors. 







 “Material Newspapers” means the daily newspaper publications for the following:
Chicago Tribune, Los Angeles Times, Sun Sentinel and Baltimore Sun. 
 “Patents” shall mean (a) all letters
patent of the United States, all registrations, recordings and extensions thereof, and all applications for letters patent of the United States, including patent registrations, statutory invention registrations, utility models, recordings and
pending applications in the United States Patent and Trademark Office, and (b) all reissues, continuations, divisions, continuations-in-part, renewals or extensions thereof, and in the case of (a) and (b), all the inventions
disclosed or claimed therein and all improvements thereto, including the right to make, use and/or sell the inventions disclosed or claimed therein. 

“Perfection Exceptions” shall have the meaning assigned to such term in Section 3.03(b). 

“Proceeds” shall mean all “proceeds” as such term is defined in Article 9 of the UCC and including, in any event,
all proceeds of, and all other profits, products, rents or receipts, in whatever form, arising from the collection, sale, lease, exchange, assignment, licensing or other disposition of, or other realization upon, any Collateral, including all claims
of the relevant Grantor against third parties for loss of, damage to or destruction of, or for proceeds payable under, or unearned premiums with respect to, policies of insurance in respect of, any Collateral, and any condemnation or requisition
payments with respect to any Collateral. 
 “Registered Intellectual Property” shall have the meaning set forth in
Section 3.02(a). 
 “Release Date” shall mean the date on which the Aggregate Commitments are terminated and all
Guaranteed Obligations then due and owing are paid in full (other than (A) contingent indemnification or other contingent obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management
Agreements and Secured Hedge Agreements). 
 “Secured Debt Documents” shall mean, collectively, the Loan Documents, each
Secured Hedge Agreement entered into with a Hedge Bank and each Secured Cash Management Agreement entered into with a Cash Management Bank. 

“Securities Account” shall mean any “securities account,” as such term is defined in Article 8 of the UCC (as in
effect on the date hereof), now or hereafter maintained by any Grantors. 
 “Securities Account Control Agreement” means,
when used with respect to a Securities Account, a securities account control agreement in form and substance reasonably satisfactory to the Collateral Agent among the relevant Securities Intermediary, the relevant Grantor and the Collateral Agent.








 “Security Interest” shall have the meaning assigned to such term in
Section 2(a). 
 “Subsidiary Grantor” shall mean each of the Subsidiaries of the Borrower listed on Schedule A hereto
and each other Subsidiary of the Borrower that becomes a Grantor pursuant to Section 7.13, in each case, unless and until such time as the respective Grantor is released from all of its obligations under this Agreement in accordance with the
terms and provisions hereof and of the Term Loan Credit Agreement. 
 “Term Loan Collateral Representative” shall have the
meaning assigned to such term in the ABL/Term Loan Intercreditor Agreement. 
 “Term Loan Credit Agreement” shall have the
meaning assigned to such term in the recitals hereto. 
 “Term Loan Obligations” shall have the meaning assigned to such
term in the ABL/Term Loan Intercreditor Agreement. 
 “Term Loan Pledge Agreement” shall have the meaning assigned to such
term in the recitals hereto. 
 “Term Loan Priority Collateral” shall have the meaning assigned to such term in the
ABL/Term Loan Intercreditor Agreement. 
 “Term Loan Secured Parties” shall mean the “Secured Parties”, as such
term is defined in the Term Loan Credit Agreement. 
 “Trademarks” shall mean (a) all trademarks, service
marks, domain names, trade names, corporate names, company names, business names, fictitious business names, trade dress, logos, slogans, other source or business identifiers, now existing or hereafter adopted or acquired, whether registered or
unregistered, in each case arising under the laws of the United States or any state thereof, and all registrations, recordings and applications for registration filed in connection with the foregoing, including registrations, recordings and
applications for registration in the United States Patent and Trademark Office or any similar offices in any State of the United States and all common-law rights related thereto, (b) all goodwill associated therewith or symbolized
thereby and (c) all extensions or renewals thereof. 
 “Trade Secrets” shall mean all confidential and
proprietary information, including know-how, trade secrets, manufacturing and production processes and techniques, inventions, research and development information, databases and data, in each case arising under the laws of the United States or any
state thereof, including, without 







 
limitation, technical data, financial, marketing and business data, pricing and cost information, business and marketing plans and customer and supplier lists and information. 

“UCC” shall have the meaning assigned to such term in Section 1(a)(ii). 

“Vehicles” shall mean all railcars, cars, trucks, trailers, and other vehicles covered by a certificate of title law of any
state and all tires and other appurtenances to any of the foregoing. 
 (d) Where the context requires, terms relating to the Collateral or
any part thereof, when used in relation to a Grantor, shall refer to such Grantor’s Collateral or the relevant part thereof. 
  

	 	2.	Grant of Security Interest. 

 (a) Each Grantor hereby grants to the Collateral Agent for
the benefit of the Term Loan Secured Parties, a security interest in and continuing lien on (the “Security Interest”) all of such Grantor’s right, title and interest in (subject only to Liens permitted under the Term Loan
Credit Agreement) and to all of the following assets and properties now owned or anytime hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title or interest (collectively, the
“Collateral”) as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Guaranteed Obligations of such Grantor: 

(i) all Accounts; 

(ii) all cash; 

(iii) all Chattel Paper; 

(iv) all Commercial Tort Claims with respect to which a Commercial Tort Action was commenced described on Schedule 2(a)(iv)
hereto (together with any Commercial Tort Claims with respect to which a Commercial Tort Action was commenced subject to a further writing provided in accordance with Section 4.01(d)); 

(v) all Deposit Accounts; 

(vi) all Documents; 

(vii) all Equipment; 

(viii) all Fixtures; 







 (ix) all General Intangibles; 

(x) all Instruments; 

(xi) all Intellectual Property; 

(xii) all Inventory; 

(xiii) all Investment Property; 

(xiv) all Letter-of-Credit Rights; 

(xv) all Money; 

(xvi) all Securities Accounts; 

(xvii) all books and records pertaining to the Collateral; and 

(xviii) to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and all collateral
security and guarantees given by any Person with respect to the foregoing; 
 provided that notwithstanding anything to the contrary contained in
this Agreement, the security interest created by this Agreement shall not extend to, and the term “Collateral” and the other terms defining the components of the Collateral in the foregoing clauses (i) through (xviii), and any term
defined by reference to the UCC, shall not include, any Excluded Property (it being understood that such grant will be applicable at such time as any such property or assets ceases to constitute Excluded Property). 

(b) Each Grantor hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file in any relevant United States
jurisdiction any initial financing statements with respect to the Collateral or any part thereof and amendments thereto and continuations thereof that contain the information required by Article 9 of the Uniform Commercial Code of each applicable
jurisdiction for the filing of any financing statement or amendment or continuation, including whether such Grantor is an organization, the type of organization and any organizational identification number issued to such Grantor. Such financing
statements may describe the Collateral in the same manner as described herein or may contain an indication or description of collateral that describes such property in any other manner such as “all assets” or “all personal property,
whether now owned or hereafter acquired” of such Grantor or words of similar effect as being of an equal or lesser scope or with greater detail. Each Grantor agrees to provide such information to the Collateral Agent promptly upon request. 

Each Grantor further authorizes the Collateral Agent to file with the United States Patent and Trademark Office or United States Copyright
Office (or any successor office), 







 
as applicable, such documents as may be necessary or advisable for the purpose of perfecting, confirming, continuing, enforcing, protecting or providing notice of the Security Interests granted
by such Grantor hereunder. 
 This Agreement secures the payment of all the respective Guaranteed Obligations of the Grantors. Without
limiting the generality of the foregoing, this Agreement secures the payment of all amounts that constitute part of the Guaranteed Obligations, and would be owed to the Collateral Agent or the Term Loan Secured Parties but for the fact that they are
unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving any Grantor. 
 The
Security Interests created hereby are granted as security only and shall not subject the Collateral Agent or any other Term Loan Secured Party to, or in any way alter or modify, any obligation or liability of any Grantor with respect to or arising
out of the Collateral. 
 (c) Notwithstanding anything herein to the contrary, it is the understanding of the parties that the Liens granted
pursuant to clause (a) above shall (i) with respect to Collateral other than Collateral constituting Term Loan Priority Collateral, (x) prior to the Discharge of ABL Obligations, be subject and subordinate, as and to the extent
provided for in the ABL/Term Loan Intercreditor Agreement, to the Liens granted to the ABL Agent for the benefit of the ABL Secured Parties to secure the ABL Obligations pursuant to the ABL Security Agreement and (y) prior to the Discharge of
Additional ABL Obligations, be subject and subordinate, as and to the extent provided for in the ABL/Term Loan Intercreditor Agreement, to the Liens granted to any Additional ABL Agent for the benefit of the holders of the Additional ABL Obligations
to secure such Additional ABL Obligations pursuant to the Additional ABL Collateral Documents as and to the extent provided for therein, and (ii) with respect to all Collateral, prior to the Discharge of Additional Term Obligations, be pari
passu and equal in priority to the Liens granted to any Additional Term Agent for the benefit of the holders of the applicable Additional Term Obligations to secure such Additional Term Obligations pursuant to the applicable Additional Term
Collateral Documents (except, in the case of this sub-clause (ii), as may be separately otherwise agreed between the Collateral Agent, on behalf of itself and the Term Loan Secured Parties and any Additional Term Agent, on behalf of itself and the
Additional Term Secured Parties, including pursuant to a Junior Lien Intercreditor Agreement). The Collateral Agent acknowledges and agrees that the relative priority of the Liens granted to the Collateral Agent, the Administrative Agent, the ABL
Agent and any Additional Agent shall be determined solely pursuant to the applicable Intercreditor Agreement, and not by priority as a matter of law or otherwise. Notwithstanding anything herein to the contrary, the Liens and security interest
granted to the Collateral Agent pursuant to this Agreement are subject to the provisions of the applicable Intercreditor Agreement. In the event of any conflict between the terms of any Intercreditor Agreement and this Agreement, the terms








 
of such Intercreditor Agreement shall govern and control as among (i) the Collateral Agent, the ABL Agent and any Additional Agent, in the case of the ABL/Term Loan Intercreditor Agreement,
(ii) the Collateral Agent and Additional Term Loan Agent, in the case of the Junior Lien Intercreditor Agreement, and (iii) the Collateral Agent and any other secured creditor (or agent therefor) party thereto, in the case of any Other
Intercreditor Agreement. In the event of any such conflict, each Grantor may act (or omit to act) in accordance with such Intercreditor Agreement, and shall not be in breach, violation or default of its obligations hereunder by reason of doing so.
Notwithstanding any other provision hereof, (x) for so long as any ABL Obligations or any Additional ABL Obligations remain outstanding, any obligation hereunder to deliver to the Collateral Agent any Collateral constituting ABL Priority
Collateral shall be satisfied by causing such ABL Priority Collateral to be delivered to the ABL Agent or the applicable ABL Collateral Representative, to be held in accordance with the ABL/Term Loan Intercreditor Agreement and (y) for so long
as any Additional Term Obligations remain outstanding, any obligation hereunder to deliver to the Collateral Agent any Collateral shall be satisfied by causing such Collateral to be delivered to the applicable Collateral Representative to be held in
accordance with the applicable Intercreditor Agreement. 
  

	 	3.	Representations and Warranties. 

 Each Grantor hereby represents and warrants to the
Collateral Agent and each Term Loan Secured Party that: 
 3.01 Title; No Other Liens. Except for (a) the Security Interest
granted to the Collateral Agent, for the benefit of the Term Loan Secured Parties, pursuant to this Agreement and (b) Liens permitted under the Term Loan Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and
all Liens. Each Grantor has the corporate or other organizational power and authority to execute, deliver and carry out the terms and provisions of this Agreement and has taken all necessary corporate or other organizational action to authorize the
execution, delivery and performance of this Agreement, in each case (except with respect to the Borrower or any Grantor that is a Significant Subsidiary), to the extent that any such failure would not reasonably be expected to have a Material
Adverse Effect. To the knowledge of such Grantor, no action or proceeding seeking to limit, cancel or question the validity of such Grantor’s ownership interest in the Collateral, that would reasonably be expected to result in a Material
Adverse Effect, is pending or threatened. Such Grantor has not filed or consented to the filing of any (x) security agreement, financing statement or analogous document under the Uniform Commercial Code or any other similar Laws covering any of
such Grantor’s Collateral, (y) assignment for security in which such Grantor assigns any of such Grantor’s Collateral or any security agreement or similar instrument covering any of such Grantor’s Collateral with the United
States Patent and Trademark Office or the United States Copyright Office, as applicable, which security agreement, financing statement or similar instrument or assignment is still in effect or (z) assignment for








 
security in which such Grantor assigns any of such Grantor’s Collateral or any security agreement or similar instrument covering any of such Grantor’s Collateral with any foreign
governmental, municipal or other governmental office, which financing statement or analogous document, assignment, security agreement or similar instrument is still in effect, except in the case of each of clauses (x), (y) and (z) above,
such as (i) are filed in favor of (A) the Collateral Agent for the benefit of the Term Loan Secured Parties, pursuant to this Agreement or the other Loan Documents and (B) the ABL Agent for the benefit of the ABL Secured Parties
pursuant to the ABL Security Agreement and the other ABL Facility Documents, (ii) are filed in respect of Liens permitted by the Term Loan Credit Agreement or (iii) are filed in respect of Liens being terminated on the Closing Date. 

3.02 Intellectual Property. 

(a) As of the date hereof, the Intellectual Property Collateral set forth on Schedule 3.02(a)(i) hereto is a true and correct list in all
material respects of all copyright registrations with respect to Material Newspapers registered with the United States Copyright Office on or after January 1, 2009, issued patents, pending patent applications, federal trademark registrations
and pending federal trademark applications, in each case, in the United States (collectively, the “Registered Intellectual Property”), owned in whole or in part by such Grantor and indicates for each such item, as applicable, the
title, the application and/or registration number, date and jurisdiction of filing and/or issuance and the identity of the current applicant or registered owner. Schedule 3.02(a)(ii) hereto is a true and correct list in all material respects of all
IP Agreements pursuant to which any Grantor, as of the date hereof, is the exclusive licensee of any registered United States Copyright, and indicates for each such IP Agreement, the title of such IP Agreement, the date of such IP Agreement, the
parties to such IP Agreement, and the title, registration number, date of filing and the identity of the registered owner of each registered United States Copyright exclusively licensed to any Grantor pursuant to such IP Agreement (collectively, the
“Exclusive IP Agreements”). 
 (b) Except as would not reasonably be expected to result in a Material Adverse Effect: 

(i) The Registered Intellectual Property of such Grantor is subsisting and has not been adjudged invalid or unenforceable in
whole or in part and there are no pending or, to such Grantor’s knowledge, threatened (in writing) claims challenging the validity or enforceability of the Registered Intellectual Property of such Grantor, and 

(ii) To such Grantor’s knowledge, no Person is engaging in any activity that materially infringes, misappropriates or
otherwise violates the Intellectual Property Collateral of such Grantor or the Grantor’s rights in or use thereof. 







 3.03 Perfected Security Interests. 

(a) Subject to the Perfection Exceptions, the Security Interests by such Grantor granted pursuant to this Agreement (i) will
attach to each item of Collateral owned by such Grantor on the Closing Date (or, if such Grantor first obtains rights thereto on a later date, on such later date), (ii) will constitute valid perfected (so long as perfection is possible
under United States Law) security interests in the Collateral of such Grantor in favor of the Collateral Agent, for the benefit of the Term Loan Secured Parties, as collateral security for the Guaranteed Obligations of such Grantor, upon
(A) in the case of Collateral of such Grantor in which a security interest may be perfected by filing a financing statement under the Uniform Commercial Code of any jurisdiction, the filing of financing statements naming such Grantor as
“debtor” and the Collateral Agent as “secured party” and describing the Collateral in the applicable filing offices, (B) in the case of Chattel Paper to be pledged or assigned by such Grantor, the earlier of the
delivery thereof to the Collateral Agent, the applicable Collateral Representative or any Additional Agent, as applicable (or their respective agents appointed for the purposes of perfection), in accordance with the applicable Intercreditor
Agreement, and the filing of the financing statements referred to in clause (A), (C) in the case of registered Copyrights, applied for and registered Trademarks, applied for and issued Patents and Exclusive IP Agreements included in the
Intellectual Property Collateral of such Grantor, the filing of the financing statements referred to in clause (A) and the filing, registration and recording of fully executed agreements in the form of the Grant of Security Interest in
Copyrights, the Notice and Confirmation of Grant of Security Interest in Patents and the Notice and Confirmation of Grant of Security Interest in Trademarks set forth in Exhibit 2-A, 2-B and 2-C hereto in the United States Copyright Office and the
United States Patent and Trademark Office, as applicable, (D) obtaining and maintenance of “control” (as described in the UCC) by the Collateral Agent, the applicable Collateral Representative or any Additional Agent, as
applicable (or their respective agents appointed for the purposes of perfection), in accordance with the applicable Intercreditor Agreement, of all Deposit Accounts, Securities Accounts, Electronic Chattel Paper and Letter of Credit Rights a
security interest in which is perfected by “control” (in the case of Deposit Accounts and Securities Accounts only to the extent (i) ABL Obligations or any Additional ABL Obligations remain outstanding and (ii) required by
Sections 2.18, 2.21, 2.23 and 10.07 of the ABL Facility Agreement) and/or (E) in the case of Commercial Tort Actions (other than such Commercial Tort Actions listed on Schedule 2(a)(iv) on the date of this Agreement) upon the taking of the
actions required by Section 4.01(d) and the filing of financing statements referred to in clause (A) and (iii) subject to any applicable Intercreditor Agreement, are prior to all other Liens on the Collateral of such Grantor
other than Liens permitted by the Term Loan Credit Agreement having priority over or being pari passu with the Collateral Agent’s Lien by operation of law or otherwise as permitted under the Term Loan Credit Agreement. 







 (b) Notwithstanding anything to the contrary contained herein, no Grantor shall be required to
(x) enter into control agreements with respect to, or otherwise perfect any security interest by “control” over, securities accounts, deposit accounts, other bank accounts, cash and Cash Equivalents and accounts related to the
clearing, payment proceeding and similar operations of Borrower and its Restricted Subsidiaries, Commercial Tort Claims and Letter of Credit Rights, except, so long as the ABL Obligations or any Additional ABL Obligations remain outstanding, as
required by Sections 2.18, 2.21, 2.23 and 10.07 of the ABL Facility Agreement, (y) take any action in any jurisdiction (other than the United States of America, any state thereof and the District of Columbia) to perfect any security
interest in any Collateral (including Equity Interests of Foreign Subsidiaries) or (z) perfect the security interest in the following other than by the filing of a UCC financing statement: (1) Fixtures, (2) goods
included in Collateral received by any Person from any Grantor for “sale or return” within the meaning of Section 2-326 of the Uniform Commercial Code of the applicable jurisdiction, to the extent of claims of creditors of such
Person, and (3) uncertificated securities (clauses (x), (y) and (z) collectively, the “Perfection Exceptions”). 

(c) It is understood and agreed that the security interests created hereby shall not prevent the Grantors from using the Collateral in the
ordinary course of their respective businesses or as otherwise not prohibited by the Term Loan Credit Agreement. 
 (d) As of the date
hereof, each Grantor hereby represents and warrants that it holds no Commercial Tort Claims with respect to which a Commercial Tort Action was commenced other than those listed in Schedule 2(a)(iv). 

3.04 Accounts. As of the date hereof, no amount payable in excess of $5,000,000 to such Grantor under or in connection with any Account
is evidenced by any Instrument or Chattel Paper that has not been delivered to the Collateral Agent, the applicable Collateral Representative or any Additional Agent, as applicable (or their respective agents appointed for the purposes of
perfection), in accordance with the applicable Intercreditor Agreement, properly endorsed for transfer, to the extent, in the case of any such Instrument, delivery is required by the Term Loan Pledge Agreement. 

3.05 Names. (a) The exact legal name of the Borrower and each Grantor, as such name appears in its respective certificate of
incorporation or any other organizational document, is as set forth in Schedule 3.05(a). The Borrower and each Grantor is (i) the type of entity disclosed next to its name in Schedule 3.05(a) and (ii) a registered organization except to
the extent disclosed in Schedule 3.05(a). Also set forth in Schedule 3.05(a) is the jurisdiction of formation of the Borrower and each Grantor and, if the applicable Grantor is organized in a jurisdiction that requires the organizational
identification number or the Federal Taxpayer Identification Number to be included in an effective UCC-1 financing statement, the organizational identification number of such Grantor or the Federal Taxpayer Identification Number of such Grantor, as
applicable. 







 (b) Set forth in Schedule 3.05(b) is any other corporate or organizational names the Borrower and
each Grantor has had in the past five years, together with the date of the relevant change. 
 (c) Set forth in Schedule 3.05(c) is the
information required by Section 3.05(b) for any other business or organization to which the Borrower or any Grantor became the successor by merger, consolidation, acquisition, change in form, nature or jurisdiction of organization or otherwise,
at any time in the past four months. Except as set forth in Schedule 3.05(c), no Loan Party has changed its jurisdiction of organization at any time during the past four months. 

3.06 Current Locations. The chief executive office of the Borrower and each Grantor is located at the address set forth in Schedule
3.06 hereto. 
 3.07 Letter-of-Credit Rights. Set forth in Schedule 3.07 is a true and correct list of all letters of credit issued
in favor of the Borrower or any Grantor, as beneficiary thereunder having a maximum available amount in excess of $5,000,000. 
 3.08
Chattel Paper. Set forth in Schedule 3.08 is a true and correct list of all tangible chattel paper and electronic chattel paper held by the Borrower or any Grantor as of the Closing Date. 

 

	 	4.	Covenants. 

 Each Grantor hereby covenants and agrees with the Collateral Agent and the
other Term Loan Secured Parties that, from and after the date of this Agreement until the Release Date: 
 4.01 Maintenance of Perfected
Security Interest; Further Documentation. 
 (a) Such Grantor shall maintain the Security Interests created hereby as perfected security
interests (as and to the extent required by Section 3.03(a) and subject to Section 3.03(b)) and subject to no liens, other than any Lien permitted by the Term Loan Credit Agreement and shall use commercially reasonable efforts to defend
the Security Interests created hereby and the priority thereof against the claims and demands not permitted by the Term Loan Credit Agreement of all Persons whomsoever. 

(b) Such Grantor will furnish to the Collateral Agent from time to time statements and schedules further identifying and describing the assets
and property of such Grantor and such other reports in connection therewith as the Collateral Agent may reasonably request. 
 (c) Each
Grantor agrees that should it, after the date hereof, obtain an ownership interest in any Registered Intellectual Property that would, had it been owned 







 
on the date hereof, be considered a part of the Intellectual Property Collateral, or should it become a party to any IP Agreement that would, had such Grantor been a party to it on the date
hereof, be considered an Exclusive IP Agreement (“After-Acquired Intellectual Property Collateral”), such After-Acquired Intellectual Property Collateral shall automatically become part of the Intellectual Property Collateral,
subject to the terms and conditions of this Agreement with respect thereto. In addition, on or prior to the date that each annual and quarterly Compliance Certificate is required to be delivered pursuant to Section 6.02(b) of the Term Loan
Credit Agreement, such Grantor shall execute and deliver to the Collateral Agent agreements substantially in the forms of Exhibits 2-A, 2-B or 2-C hereto (collectively, the “Intellectual Property Security Agreements”), as
applicable, covering the After-Acquired Intellectual Property Collateral obtained during the period to which such Compliance Certificate relates, and shall record each such agreement with the United States Copyright Office (if in the form of Exhibit
2-A), the United States Patent and Trademark Office (if in the form of Exhibit 2-B or Exhibit 2-C) and any other Governmental Authorities located in the United States necessary to perfect the Security Interest hereunder in any such After-Acquired
Intellectual Property Collateral. 
 (d) If any Grantor shall at any time hold or acquire a Commercial Tort Claim with respect to which a
Commercial Tort Action was commenced, such Grantor shall on or prior to the date that the Compliance Certificate for the fiscal quarter in which it was commenced is required to be delivered pursuant to Section 6.02(b) of the Term Loan Credit
Agreement, notify the Collateral Agent in writing signed by such Grantor of the brief details thereof and grant to the Collateral Agent in such writing a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement,
with such writing to be in form and substance reasonably satisfactory to the Collateral Agent. 
 (e) Subject to the Perfection Exceptions
and clause (f) below, each Grantor agrees that at any time and from time to time, at the expense of such Grantor, it will execute any and all further documents, financing statements, agreements and instruments, and take all such further actions
(including the filing and recording of financing statements and other documents), which may be required under any Law, or which the Collateral Agent or the Required Lenders may reasonably request, in order (x) to grant, preserve, protect
and perfect the validity and priority of the Security Interests created or intended to be created hereby or (y) to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral,
including the filing of any financing or continuation statements under the Uniform Commercial Code in effect in any jurisdiction with respect to the security interests created hereby, all at the expense of such Grantor. Without limiting the
generality of the foregoing, such Grantor shall comply with Section 6.14 of the Term Loan Credit Agreement. 
 (f) Notwithstanding
anything in this Section 4.01 to the contrary, (i) with respect to any assets acquired by such Grantor after the date hereof that are required by 







 
the Term Loan Credit Agreement to be subject to the Lien created hereby or (ii) with respect to any Person that, subsequent to the date hereof, becomes a Subsidiary of the Borrower
that is required by the Term Loan Credit Agreement to become a party hereto, the relevant Grantor after the acquisition or creation thereof shall promptly take all actions required by the Term Loan Credit Agreement, and this Section 4.01. 

(g) Notwithstanding the foregoing, subject to Section 6.12 of the Term Loan Credit Agreement, any action required to be taken by any
Grantor pursuant to this Section 4.01 (other than clause (a) hereof) may be taken by such Grantor, at its option, on or prior to the date the Borrower is required to deliver the Compliance Certificate pursuant to Section 6.02(b) of
the Term Loan Credit Agreement for the fiscal quarter during which the event triggering such action occurred or by such later date permitted by this Agreement. 

4.02 Changes in Locations, Name, etc. Each Grantor will furnish to the Collateral Agent prompt written notice (which shall in any event
be provided by the earlier of (x) 30 days after such change and (y) 10 days prior to the date on which the perfection of the liens under the Collateral Documents would (absent additional filings or other actions) lapse, in whole or in
part, by reason of such change) of any change (i) in its legal name, (ii) in its jurisdiction of incorporation or organization or (iii) in its identity or type of organization or corporate structure. Each Grantor agrees promptly to
provide the Collateral Agent after notification of any such change with certified Organizational Documents reflecting any of the changes described in the first sentence of this paragraph. The Borrower also agrees to promptly notify the Collateral
Agent if any material portion of the Collateral is damaged or destroyed. 
 4.03 Notices. 

(a) Each Grantor will advise the Collateral Agent in reasonable detail, of any Lien of which it has knowledge (other than the Security
Interests created hereby and other Liens permitted under the Term Loan Credit Agreement) on any of the Collateral, which would adversely affect, in any material respect, the ability of the Collateral Agent to exercise any of its remedies hereunder.

 (b) Upon the occurrence and during the continuation of any Event of Default and after written notice is delivered to the Borrower or the
applicable Grantor, all insurance payments in respect of any Equipment of such Grantor shall be paid to and applied by the Collateral Agent as and to the extent specified in Section 5.04. 

4.04 Intellectual Property. 

(a) Subject to Section 4.04(c), with respect to each item of Intellectual Property Collateral owned by each Grantor, such Grantor agrees
to take, at its expense, all commercially reasonable steps, including, as applicable, in the United States Patent 







 
and Trademark Office, the United States Copyright Office and any other Governmental Authority located in the United States, to (i) maintain the validity and enforceability of such
Intellectual Property Collateral and maintain such Intellectual Property Collateral in full force and effect, and (ii) pursue the registration and maintenance of each Patent, Trademark, and Copyright registration and application for
registration, as applicable, now or hereafter included in such Intellectual Property Collateral of such Grantor, except in each case to the extent failure to do any of the foregoing would not reasonably be expected to result in a Material Adverse
Effect. 
 (b) Subject to Section 4.04(c), such Grantor shall (and shall use commercially reasonable efforts to cause all its licensees
to), as and to the extent appropriate, in such Grantor’s reasonable business judgment, (i) (1) continue to use each Trademark included in the Intellectual Property Collateral in order to maintain such Trademark in full force
and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (2) maintain at least the same standards of quality of products and services offered under such
Trademark as are currently maintained, (3) use such Trademark with the appropriate notice of registration and all other notices and legends required by Law, (4) not adopt or use any other Trademark that is confusingly similar
or a colorable imitation of such Trademark unless the Collateral Agent shall obtain a security interest in such other Trademark pursuant to this Agreement to the extent required herein and (ii) not do any act or omit to do any act
whereby (w) such Trademark (or any goodwill associated therewith) may become destroyed, invalidated, impaired or harmed in any way, (x) any Patent included in the Intellectual Property Collateral may become forfeited,
misused, unenforceable, abandoned or dedicated to the public or (y) any portion of the Copyrights included in the Intellectual Property Collateral may become invalidated or fall into the public domain, except in each case to the extent
failure to do any of the foregoing would not reasonably be expected to result in a Material Adverse Effect. 
 (c) No Grantor shall
discontinue use of or otherwise abandon any owned Intellectual Property Collateral unless such Grantor shall have previously determined that such use or the pursuit or maintenance of such Intellectual Property Collateral is no longer desirable or
economically practicable in the conduct of such Grantor’s business, except to the extent that such discontinuance or abandonment would not reasonably be expected to result in a Material Adverse Effect. 

(d) In the event that any Grantor becomes aware after the date hereof that any item of its material Intellectual Property Collateral is being
infringed or misappropriated by a third party in any way that would reasonably be expected to have a Material Adverse Effect, such Grantor shall promptly notify the Collateral Agent and take such actions, at its expense, as such Grantor deems
reasonable and appropriate under the circumstances to protect or enforce such Intellectual Property Collateral, including, if such Grantor deems it necessary, suing for infringement or misappropriation and for an injunction against such infringement
or misappropriation. 







 (e) With respect to its United States Registered Intellectual Property owned by such Grantor in
its own name on the date hereof, and the Exclusive IP Agreements to which it is a party as of the date hereof, each Grantor shall execute or otherwise authenticate an agreement, in substantially the form of the Intellectual Property Security
Agreements, as applicable, for recording the Security Interest granted hereunder to the Collateral Agent in such United States Registered Intellectual Property and Exclusive IP Agreements with the United States Copyright Office (if in the form of
Exhibit 2-A) and the United States Patent and Trademark Office (if in the form of Exhibit 2-B or Exhibit 2-C). 
 4.05 Collateral
Matters. Notwithstanding anything to the contrary in this Agreement, the foregoing requirements of this Section 4 shall be subject to the terms of the ABL/Term Loan Intercreditor Agreement, any Junior Lien Intercreditor Agreement or any
Other Intercreditor Agreement and, in the event of any conflict with such terms, the terms of the ABL/Term Loan Intercreditor Agreement, any Junior Lien Intercreditor Agreement or any Other Intercreditor Agreement, as applicable, shall control. 

 

	 	5.	Remedial Provisions. 

 5.01 Certain Matters Relating to Accounts. 

(a) Subject to the terms of any applicable Intercreditor Agreement, at any time after the occurrence and during the continuation of an Event
of Default under Section 8.01(a), Section 8.01(f) or Section 8.01(g) of the Term Loan Credit Agreement after written notice is delivered to the applicable Grantors, the Collateral Agent shall have the right to make test verifications
of the Accounts in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may reasonably require in connection with such test
verifications. The Collateral Agent shall have the absolute right to share any information it gains from such inspection or verification with any Term Loan Secured Party; provided that the provisions of Section 10.08 of the Term Loan
Credit Agreement shall apply to such information. 
 (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s
Accounts and, subject to the terms of any applicable Intercreditor Agreement, the Collateral Agent may curtail or terminate said authority at any time upon notice after the occurrence and during the continuation of an Event of Default under
Section 8.01(a), Section 8.01(f) or Section 8.01(g) of the Term Loan Credit Agreement. Subject to the terms of any applicable Intercreditor Agreement, at any time after the occurrence and during the continuation of an Event of Default
under the Term Loan Credit Agreement, any payments of Accounts, when collected by any Grantor, (i) if required in writing by 







 
the Collateral Agent, shall be forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Collateral Agent
if required, in a Collateral Account maintained under the sole dominion and control of and on terms and conditions reasonably satisfactory to the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Term Loan
Secured Parties only as provided in Section 5.04, and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and the other Term Loan Secured Parties, segregated from other funds of such Grantor.
Each such deposit of Proceeds of Accounts shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. 

(c) Subject to the terms of any applicable Intercreditor Agreement, at the Collateral Agent’s written request at any time after the
occurrence and during the continuation of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Accounts,
including all orders, invoices and shipping receipts. 
 (d) Subject to the terms of any applicable Intercreditor Agreement, at any time
(i) upon the occurrence and during the continuation of an Event of Default and (ii) after written notice is delivered to the Grantor, a Grantor shall not (other than in the ordinary course of business) grant any extension of
the time of payment of any of the Accounts, compromise, compound or settle the same for less than the full amount thereof, release, wholly or partly, any person liable for the payment thereof, or allow any credit or discount whatsoever thereon if
the Collateral Agent shall have instructed the Grantors in writing not to grant or make any such extension, credit, discount, compromise, or settlement under any circumstances during the continuation of such Event of Default. 

5.02 Communications with Obligors; Grantors Remain Liable. 

(a) Subject to the terms of any applicable Intercreditor Agreement, upon the written request of the Collateral Agent at any time after the
occurrence and during the continuation of an Event of Default under Section 8.01(a), Section 8.01(f) or Section 8.01(g) of the Term Loan Credit Agreement, each Grantor shall notify obligors on the Accounts of such Grantor that the
Accounts have been assigned to the Collateral Agent, for the benefit of the Term Loan Secured Parties, and that payments in respect thereof shall be made directly to the Collateral Agent and may enforce such Grantor’s rights against such
obligors. 
 (b) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Accounts of such
Grantor to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Collateral Agent nor any Term Loan Secured Party
shall have any obligation or liability under any Account (or any agreement giving rise thereto) by reason of or arising out of this 







 
Agreement or the receipt by the Collateral Agent or any Term Loan Secured Party of any payment relating thereto, nor shall the Collateral Agent or any Term Loan Secured Party be obligated in any
manner to perform any of the obligations of any Grantor under or pursuant to any Account (or any agreement giving rise thereto) of such Grantor, to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by
it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be
entitled at any time or times. 
 5.03 Proceeds to be Turned Over to Collateral Agent. In addition to the rights of the Collateral
Agent and the other Term Loan Secured Parties specified in Section 5.01 with respect to payments of Accounts, if an Event of Default shall occur and be continuing, all Proceeds of Collateral received by any Grantor consisting of cash, checks
and other Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent and the other Term Loan Secured Parties, segregated from other funds of such Grantor, and shall, upon the notice in writing by the Collateral Agent (subject
to the terms of any applicable Intercreditor Agreement) to the relevant Grantor (it being understood that the exercise of remedies by the Term Loan Secured Parties in connection with an Event of Default shall be deemed to constitute a request by the
Collateral Agent for the purposes of this sentence and in such circumstances, no such written notice shall be required), forthwith upon receipt by such Grantor, be turned over to the Collateral Agent, in the exact form received by such Grantor (duly
endorsed by such Grantor to the Collateral Agent, if required). All Proceeds of Collateral received by the Collateral Agent hereunder shall be held by the Collateral Agent in a Collateral Account maintained under its sole dominion and control and on
terms and conditions reasonably satisfactory to the Collateral Agent (subject to the terms of any applicable Intercreditor Agreement). All Proceeds of Collateral while held by the Collateral Agent in a Collateral Account (or by such Grantor in trust
for the Collateral Agent and the other Term Loan Secured Parties) shall continue to be held as collateral security for all the Guaranteed Obligations and shall not constitute payment thereof until applied as provided in Section 5.04. 

5.04 Application of Proceeds. Except as expressly provided elsewhere in this Agreement or any other Loan Document, (i) any cash
held in the Collateral Accounts and (ii) all proceeds received by the Collateral Agent in respect of any sale of, collection from or other realization upon all or any part of the Collateral shall, subject to the terms of any applicable
Intercreditor Agreement, be applied pursuant to Section 8.04 of the Term Loan Credit Agreement. 
 5.05 Code and Other Remedies.
If an Event of Default shall occur and be continuing, subject to the terms of any applicable Intercreditor Agreement, the Collateral Agent may exercise in respect of the Collateral, in addition to all other rights and remedies provided for herein or
otherwise available to it, all the rights and remedies of a 







 
secured party upon default under the UCC (whether or not in effect in the jurisdiction where such rights are exercised) or any other applicable law or in equity and also, to the extent permitted
by applicable law, may without demand of performance or other demand, presentment, protest, advertisement or notice of any kind except as specified below, subject to any existing reserved rights or licenses, sell the Collateral or any part thereof
in one or more parcels at public or private sale, at any exchange broker’s board or at any of the Collateral Agent’s offices or elsewhere, for cash, on credit or for future delivery, at such price or prices and upon such other terms as are
commercially reasonable irrespective of the impact of any such sales on the market price of the Collateral. The Collateral Agent shall be authorized at any such sale (if it deems it advisable to do so) to restrict the prospective bidders or
purchasers of Collateral to Persons who will represent and agree that they are purchasing the Collateral for their own account for investment and not with a view to the distribution or sale thereof, and, upon consummation of any such sale, the
Collateral Agent shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Each purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of
any Grantor, and each Grantor hereby waives (to the extent permitted by law) all rights of redemption, stay and/or appraisal that it now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted.
The Collateral Agent or any Term Loan Secured Party shall have the right upon any such public sale, and, to the extent permitted by law, upon any such private sale, to purchase the whole or any part of the Collateral so sold and the Collateral Agent
or such Term Loan Secured Party may, subject to (x) the satisfaction in full in cash of all payments due pursuant to Section 8.04(a) of the Term Loan Credit Agreement and (y) the ratable satisfaction of the Guaranteed
Obligations in accordance with the priorities set forth in Section 8.04 of the Term Loan Credit Agreement, pay the purchase price by crediting the amount thereof against the Guaranteed Obligations. Each Grantor agrees that, to the extent notice
of sale shall be required by law, at least ten days’ notice to such Grantor of the time and place of any public sale or the time after which any private sale is to be made shall constitute reasonable notification. The Collateral Agent shall not
be obligated to make any sale of Collateral regardless of notice of sale having been given. The Collateral Agent may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may,
without further notice, be made at the time and place to which it was so adjourned. To the extent permitted by law, each Grantor hereby waives any claim against the Collateral Agent arising by reason of the fact that the price at which any
Collateral may have been sold at such a private sale was less than the price that might have been obtained at a public sale, even if the Collateral Agent accepts the first offer received and does not offer such Collateral to more than one offeree.
Each Grantor further agrees, at the Collateral Agent’s request (subject to the terms of any applicable Intercreditor Agreement), to assemble the Collateral and make it available to the Collateral Agent at places and times which the Collateral
Agent shall reasonably select, whether at such Grantor’s premises or elsewhere. The Collateral Agent shall apply the net proceeds of any action taken by it 







 
pursuant to this Section 5.05 in accordance with the provisions of Section 8.04 of the Term Loan Credit Agreement. As an alternative to exercising the power of sale herein conferred
upon it, the Collateral Agent may, subject to the terms of any applicable Intercreditor Agreement, proceed by a suit or suits at law or in equity to foreclose this Agreement and to sell the Collateral or any portion thereof pursuant to a judgment or
decree of a court or courts having competent jurisdiction or pursuant to a proceeding by a court-appointed receiver. 
 5.06
Deficiency. Each Grantor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Collateral are insufficient to pay the Guaranteed Obligations and the reasonable fees and disbursements of any attorneys
employed by the Collateral Agent or any Term Loan Secured Party to collect such deficiency. 
 5.07 Amendments, etc. with Respect to the
Guaranteed Obligations; Waiver of Rights. Each Grantor shall (to the maximum extent permitted by law) remain obligated hereunder notwithstanding that, without any reservation of rights against any Grantor and without notice to or further assent
by any Grantor, (a) any demand for payment of any of the Guaranteed Obligations made by the Collateral Agent or any other Term Loan Secured Party may be rescinded by such party and any of the Guaranteed Obligations continued,
(b) the Guaranteed Obligations, or the liability of any other party upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be
renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Collateral Agent or any other Term Loan Secured Party, (c) the Secured Debt Documents, and any other documents executed and delivered
in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, in accordance with the terms of the applicable Secured Debt Document and (d) any collateral security, guarantee or right of offset at any
time held by the Collateral Agent or any other Term Loan Secured Party for the payment of the Guaranteed Obligations may be sold, exchanged, waived, surrendered or released. Neither the Collateral Agent nor any other Term Loan Secured Party shall
have any obligation to protect, perfect or insure any Lien at any time held by it as security for the Guaranteed Obligations or for this Agreement or any property subject thereto. When making any demand hereunder against any Grantor, the Collateral
Agent or any other Term Loan Secured Party may, but shall be under no obligation to, make a similar demand on the Borrower or any other Grantor, and any failure by the Collateral Agent or any other Term Loan Secured Party to make any such demand or
to collect any payments from the Borrower or any other Grantor or any release of the Borrower or any other Grantor shall not relieve any Grantor in respect of which a demand or collection is not made or any Grantor not so released of its several
obligations or liabilities hereunder, and shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Collateral Agent or any other Secured Party against any Grantor. For the purpose hereof
“demand” shall include the commencement and continuance of any legal proceedings. 







 5.08 Conflict with Term Loan Credit Agreement. In the event of any conflict between the
terms of this Section 5 and the Term Loan Credit Agreement, the Term Loan Credit Agreement shall prevail. 
  

	 	6.	The Collateral Agent. 

 6.01 Collateral Agent’s Appointment as Attorney-in-Fact,
etc. 
 (a) Subject to the terms of any applicable Intercreditor Agreement, each Grantor hereby appoints, which appointment is
irrevocable and coupled with an interest, effective upon the occurrence and during the continuation of an Event of Default, the Collateral Agent and any officer or agent thereof, with full power of substitution, as its true and lawful
attorney-in-fact with full irrevocable power and authority in the place and stead of such Grantor and in the name of such Grantor or otherwise, for the purpose of carrying out the terms of this Agreement, and the other Loan Documents, to take any
and all appropriate action and to execute any and all documents and instruments which the Collateral Agent may deem necessary or desirable to accomplish the purposes of this Agreement, and the other Loan Documents and, without limiting the
generality of the foregoing, each Grantor hereby gives the Collateral Agent the power and right, on behalf of such Grantor, either in the Collateral Agent’s name or in the name of such Grantor or otherwise, without assent by such Grantor, to do
any or all of the following at the same time or at different times, in each case after the occurrence and during the continuation of an Event of Default: 

(i) take possession of and endorse and collect any checks, drafts, notes, acceptances or other instruments for the payment of
moneys due under any Account or with respect to any other Collateral and file any claim or take any other action or proceeding in any court of law or equity or otherwise deemed appropriate by the Collateral Agent for the purpose of collecting any
and all such moneys due under any Account or with respect to any other Collateral whenever payable; 
 (ii) in the case of
any Intellectual Property, execute and deliver, and have recorded, any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent’s and the Term Loan Secured
Parties’ Security Interest in such Intellectual Property and the goodwill and general intangibles of such Grantor relating thereto or represented thereby; 

(iii) pay or discharge taxes and Liens levied or placed on or threatened against any Collateral; 







 (iv) execute, in connection with any sale provided for in Section 5.05, any
endorsements, assignments or other instruments of conveyance or transfer with respect to the Collateral; 
 (v) obtain, pay
and adjust insurance required to be maintained by such Grantor or paid to the Collateral Agent pursuant to the Term Loan Credit Agreement; 

(vi) solely with respect to an Event of Default pursuant to Sections 8.01(a), 8.01(f) and 8.01(g) of the Term Loan Credit
Agreement, send verifications of Accounts to any Person who is or who may become obligated to any Grantor under, with respect to or on account of an Account; 

(vii) solely with respect to an Event of Default pursuant to Sections 8.01(a) and 8.01(f) of the Term Loan Credit Agreement,
direct any party liable for any payment under any of the Collateral to make payment of any and all moneys due or to become due thereunder directly to the Collateral Agent or as the Collateral Agent shall direct; 

(viii) ask or demand for, collect and receive payment of and receipt for, any and all moneys, claims and other amounts due or
to become due at any time in respect of or arising out of any Collateral; 
 (ix) sign and endorse any invoices, freight or
express bills, bills of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications, notices and other documents in connection with any of the Collateral; 

(x) commence and prosecute any suits, actions or proceedings at law or in equity in any court of competent jurisdiction to
collect the Collateral or any portion thereof and to enforce any other right in respect of any Collateral; 
 (xi) defend any
suit, action or proceeding brought against such Grantor with respect to any Collateral (with such Grantor’s consent (not to be unreasonably withheld or delayed) to the extent such action or its resolution could materially affect such Grantor or
any of its Affiliates in any manner other than with respect to its continuing rights in such Collateral; provided that such consent right shall not limit any other rights or remedies available to the Collateral Agent at law); 

(xii) settle, compromise or adjust any such suit, action or proceeding and, in connection therewith, give such discharges or
releases as the Collateral Agent may deem appropriate (with such Grantor’s consent (not to be 







 
unreasonably withheld or delayed) to the extent such action or its resolution could materially affect such Grantor or any of its Affiliates in any manner other than with respect to its continuing
rights in such Collateral; provided that such consent right shall not limit any other rights or remedies available to the Collateral Agent at law); 

(xiii) subject to any existing reserved rights and licenses, assign, license or sublicense any Intellectual Property Collateral
throughout the world for such term or terms, on such conditions, and in such manner, as the Collateral Agent shall in its reasonable business discretion determine; and 

(xiv) generally, but subject to any existing reserved rights and licenses, sell, transfer, pledge and make any agreement with
respect to or otherwise deal with any of the Collateral as fully and completely as though the Collateral Agent were the absolute owner thereof for all purposes, and do, at the Collateral Agent’s option and such Grantor’s expense, at any
time, or from time to time, all acts and things that the Collateral Agent deems necessary to protect, preserve or realize upon the Collateral and the Collateral Agent’s and the Term Loan Secured Parties’ Security Interests therein and to
effect the intent of this Agreement, all as fully and effectively as such Grantor might do. 
 Anything in this Section 6.0l(a) to the contrary
notwithstanding, the Collateral Agent agrees that it will not exercise any rights under the power of attorney provided for in this Section 6.01(a) unless an Event of Default shall have occurred and be continuing. 

(b) If any Grantor fails to perform or comply with any of its agreements contained herein, the Collateral Agent, at its option, but without
any obligation so to do, may perform or comply, or otherwise cause performance or compliance, with such agreement. 
 (c) The expenses of
the Collateral Agent incurred in connection with actions undertaken as permitted under this Section 6.01, together with interest thereon at a rate per annum equal to the highest rate per annum at which interest would then be payable on any
category of past due Base Rate Loans under the Term Loan Credit Agreement, from the date of payment by the Collateral Agent to the date reimbursed by the relevant Grantor, shall be payable by such Grantor to the Collateral Agent on demand. 

(d) Each Grantor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. All powers, authorizations and
agencies contained in this Agreement are coupled with an interest and are irrevocable until this Agreement is terminated and the Security Interests created hereby are released. 

6.02 Duty of Collateral Agent. The Collateral Agent’s sole duty with respect to the custody, safekeeping and physical preservation
of the Collateral in its possession, 







 
under Section 9-207 of the UCC or otherwise, shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. The Collateral Agent shall
be deemed to have exercised reasonable care in the custody and preservation of any Collateral in its possession if such Collateral is accorded treatment substantially equal to that which the Collateral Agent accords its own property. Neither the
Collateral Agent, any other Term Loan Secured Party nor any of their respective officers, directors, employees or agents shall be liable for failure to demand, collect or realize upon any of the Collateral or for any delay in doing so or shall be
under any obligation to sell or otherwise dispose of any Collateral upon the request of any Grantor or any other Person or to take any other action whatsoever with regard to the Collateral or any part thereof. The powers conferred on the Collateral
Agent and the other Term Loan Secured Parties hereunder are solely to protect the Collateral Agent’s and the other Term Loan Secured Parties’ interests in the Collateral and shall not impose any duty upon the Collateral Agent or any other
Term Loan Secured Party to exercise any such powers. The Collateral Agent and the other Term Loan Secured Parties shall be accountable only for amounts that they actually receive as a result of the exercise of such powers, and neither they nor any
of their officers, directors, employees or agents shall be responsible to any Grantor for any act or failure to act hereunder, except for their own bad faith, gross negligence or willful misconduct. 

6.03 Authority of Collateral Agent. Each Grantor acknowledges that the rights and responsibilities of the Collateral Agent under this
Agreement with respect to any action taken by the Collateral Agent or the exercise or non-exercise by the Collateral Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of
this Agreement shall, as between the Collateral Agent and the other Term Loan Secured Parties, be governed by this Agreement and such other agreements with respect thereto as may exist from time to time among them, but, as between the Collateral
Agent and the Grantors, the Collateral Agent shall be conclusively presumed to be acting as agent for the applicable Term Loan Secured Parties with full and valid authority so to act or refrain from acting, and no Grantor shall be under any
obligation, or entitlement, to make any inquiry respecting such authority. 
 6.04 Security Interest Absolute. All rights of the
Collateral Agent hereunder, the Security Interests created hereby and all obligations of the Grantors hereunder shall (to the maximum extent permitted by law) be absolute and unconditional irrespective of (a) any lack of validity or
enforceability of the Term Loan Credit Agreement, any other Secured Debt Document, any agreement with respect to any of the Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in
the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Secured Debt Document, or
any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or 







 
departure from any guarantee, securing or guaranteeing all or any of the Guaranteed Obligations, or (d) any other circumstance (other than a defense of payment or performance) that
might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Guaranteed Obligations or this Agreement. 

6.05 Continuing Security Interest; Assignments Under the Secured Debt Documents; Release. 

(a) This Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor
and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Term Loan Secured Parties and their respective successors, indorsees, transferees and assigns until the Release Date. 

(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder and the Security Interests in the Collateral of such
Subsidiary Grantor created hereby shall be automatically released, upon the consummation of any transaction permitted by the Term Loan Credit Agreement, as a result of which such Subsidiary Grantor ceases to be a Restricted Subsidiary of the
Borrower or otherwise becomes an Excluded Subsidiary. 
 (c) The Security Interests in any Collateral created hereby shall be automatically
released and such Collateral sold, free and clear of the Lien and Security Interests created hereby (w) upon any sale or other transfer by any Grantor of any Collateral that is permitted under the Term Loan Credit Agreement (other than
to another Grantor), (x) upon the effectiveness of any written consent to the release of the Security Interests created hereby in any Collateral pursuant to Section 10.01 of the Term Loan Credit Agreement, (y) upon
property constituting Excluded Property or (z) as otherwise provided in any applicable Intercreditor Agreement. 
 (d) In
connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to
evidence or confirm such termination or release. 
 6.06 Reinstatement. This Agreement shall continue to be effective, or be
reinstated, as the case may be, if at any time payment, or any part thereof, of any of the Guaranteed Obligations is rescinded or must otherwise be restored or returned by the Collateral Agent or any other Term Loan Secured Party upon the
insolvency, bankruptcy, dissolution, liquidation or reorganization of the Borrower or any other Grantor, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or any
other Grantor or any substantial part of its property, or otherwise, all as though such payments had not been made. 








	 	7.	Miscellaneous. 

 7.01 Amendments in Writing. None of the terms or provisions of
this Agreement may be waived, amended, supplemented or otherwise modified except by a written instrument executed by the affected Grantor and the Collateral Agent in accordance with Section 10.01 of the Term Loan Credit Agreement;
provided, however, that this Agreement may be supplemented (but no existing provisions may be modified and no Collateral may be released) through agreements substantially in the form of Exhibit 1 in each case duly executed by each
Grantor directly effected thereby. 
 7.02 Notices. All notices, requests and demands pursuant hereto shall be made in accordance
with Section 10.02 of the Term Loan Credit Agreement. All communications and notices hereunder to any Subsidiary Grantor shall be given to it in care of the Borrower at the Borrower’s address set forth in Section 10.02 of the Term
Loan Credit Agreement. 
 7.03 No Waiver by Course of Conduct; Cumulative Remedies. Neither the Collateral Agent nor any other Term
Loan Secured Party shall by any act (except by a written instrument pursuant to Section 7.01 hereof), delay, indulgence, omission or otherwise be deemed to have waived any right or remedy hereunder or to have acquiesced in any Event of Default
or in any breach of any of the terms and conditions hereof or of any other applicable Secured Debt Document. No failure to exercise, nor any delay in exercising, on the part of the Collateral Agent or any other Term Loan Secured Party, any right,
power or privilege hereunder shall operate as a waiver thereof. No single or partial exercise of any right, power or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, power or privilege. A
waiver by the Collateral Agent or any other Term Loan Secured Party of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy that the Collateral Agent or such other Term Loan Secured Party would
otherwise have on any other occasion. The rights, remedies, powers and privileges herein provided are cumulative, may be exercised singly or concurrently and are not exclusive of any other rights or remedies provided by law. 

7.04 Enforcement Expenses; Indemnification. 

(a) Each Grantor agrees to pay any and all reasonable and documented or invoiced expenses (including all reasonable fees and disbursements of
counsel) that may be paid or incurred by any Term Loan Secured Party in enforcing, or obtaining advice of counsel in respect of, any rights with respect to, or collecting, any or all of the Guaranteed Obligations and/or enforcing any rights with
respect to, or collecting against, such Grantor under this Agreement, in each case to the extent the Borrower would be required to do so pursuant to Section 10.04 of the Term Loan Credit Agreement. 







 (b) Each Grantor agrees to pay, and to save the Collateral Agent and the other Term Loan Secured
Parties harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all present or future stamp, court or documentary taxes and any other excise, property, intangible or mortgage recording taxes, charges or
similar levies which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement. 

(c) Without limitation of its indemnification obligations under the other Loan Documents, each Grantor agrees to pay, and to save the
Collateral Agent and the other Term Loan Secured Parties harmless from, any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever with respect to
the execution, delivery, enforcement, performance and administration of this Agreement, in each case to the extent the Borrower would be required to do so pursuant to Section 10.05 of the Term Loan Credit Agreement. 

(d) Any such amounts payable as provided hereunder shall be additional Guaranteed Obligations secured hereby and by the other Collateral
Documents. The agreements in this Section 7.04 shall survive termination of this Agreement, or any other Loan Document, the consummation of the transactions contemplated hereby, the repayment of any of the Guaranteed Obligations, the invalidity
or unenforceability of any term or provision of this Agreement or, any other Loan Document or any investigation made by or on behalf of the Collateral Agent or any other Term Loan Secured Party. All amounts due under this Section 7.04 shall be
payable within 30 days after demand therefor. 
 7.05 Successors and Assigns. The provisions of this Agreement shall be binding upon
and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby and by the Term Loan Credit Agreement, except that no Grantor may assign, transfer or delegate any of its rights or obligations under this
Agreement without the prior written consent of the Collateral Agent, except pursuant to a transaction or otherwise as permitted by the Term Loan Credit Agreement. 

7.06 Counterparts. This Agreement may be executed in one or more counterparts (and by different parties hereto in different
counterparts), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier or other electronic transmission of an executed counterpart of a signature page to this
Agreement shall be effective as delivery of an original executed counterpart of this Agreement. The Collateral Agent may also require that any such documents and signatures delivered by telecopier or other electronic transmission be confirmed by a
manually-signed original thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any document or signature delivered by telecopier or other electronic transmission. 







 7.07 Severability. Any provision of this Agreement that is prohibited or unenforceable in
any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not
invalidate or render unenforceable such provision in any other jurisdiction. 
 7.08 Section Headings. The Section headings used in
this Agreement are for convenience of reference only and are not to affect the construction hereof or be taken into consideration in the interpretation hereof. 

7.09 Integration. This Agreement together with the other Loan Documents represents the agreement of each of the Grantors with respect
to the subject matter hereof and there are no promises, undertakings, representations or warranties by the Collateral Agent or any other Term Loan Secured Party relative to the subject matter hereof not expressly set forth or referred to herein or
in the other Secured Debt Documents (and each other agreement or instrument executed or issued in connection therewith). 
 7.10
GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICTS OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES ARE NOT
MANDATORILY APPLICABLE BY STATUTE AND WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION. 
 7.11 Submission to
Jurisdiction Waivers. Each party hereto hereby irrevocably and unconditionally: 
 (a) submits for itself and its
property in any legal action or proceeding relating to this Agreement to the exclusive general jurisdiction of the Supreme Court of the State of New York for the County of New York (the “New York Supreme Court”), and the United
States District Court for the Southern District of New York (the “Federal District Court,” and together with the New York Supreme Court, the “New York Courts”) and appellate courts from either of them and agrees
that any such action or proceeding shall be brought solely in such New York Courts; provided that nothing in this Agreement shall be deemed or operate to preclude (i) the Collateral Agent from bringing suit or taking other legal
action in any other jurisdiction to realize on the Collateral or any other security for the Guaranteed Obligations (in which case any party shall be entitled to assert any claim or defense, including any claim or defense that this Section 7.11
would otherwise require to be asserted in a legal action or proceeding in a New York Court), or to enforce a judgment or other court order in favor of the Collateral Agent, (ii) any party from bringing any legal action or proceeding in
any jurisdiction for the recognition and enforcement of any judgment, (iii) if all such New York Courts decline jurisdiction over any person, or decline (or, in the 







 
case of the Federal District Court, lack) jurisdiction over any subject matter of such action or proceeding, a legal action or proceeding may be brought with respect thereto in another court
having jurisdiction and (iv) in the event a legal action or proceeding is brought against any party hereto or involving any of its assets or property in another court (without any collusive assistance by such party or any of its
Subsidiaries or Affiliates), such party from asserting a claim or defense (including any claim or defense that this Section 7.11 would otherwise require to be asserted in a legal action or proceeding in a New York Court) in any such action or
proceeding; 
 (b) waives, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have
to the laying of venue of any action or proceeding arising out of or relating to this Agreement or any other Loan Document in any court referred to in paragraph (a) of this section; 

(c) consents to service of process in the manner provided for notices in Section 7.02; and 

(d) waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or
proceeding referred to in this Section 7.11 any special, exemplary, punitive or consequential damages; 
 Each of the parties hereto
hereby irrevocably waives, to the fullest extent permitted by applicable law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any court referred to in paragraph (a) above. 

Nothing in this Agreement will affect the right of any party hereto to serve process in any manner permitted by applicable law. 

7.12 Acknowledgments. Each Grantor hereby acknowledges that: 

(a) it has been advised by counsel in the negotiation, execution and delivery of this Agreement and the other Loan Documents to
which it is a party; 
 (b) neither the Collateral Agent nor any other Term Loan Secured Party has any fiduciary relationship
with or duty to any Grantor arising out of or in connection with this Agreement or any of the other Loan Documents, and the relationship between the Grantors, on the one hand, and the Collateral Agent and the other Term Loan Secured Parties, on the
other hand, in connection herewith or therewith is solely that of debtor and creditor; 
 (c) no joint venture is created
hereby or by the other Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Term Loan Secured Parties or among the Grantors and the Term Loan Secured Parties; and 







 (d) upon any Event of Default, the Collateral Agent may proceed without notice,
against any Grantor and any Collateral to collect and recover the full amount of any Obligation then due, without first proceeding against any other Grantor, any other Loan Party or any other Collateral and without first joining any other Grantor or
any other Loan Party in any proceeding. 
 7.13 Additional Grantors. Each Subsidiary of the Borrower that is required to become a
party to this Agreement pursuant to Section 6.12 of the Term Loan Credit Agreement shall become a Grantor, with the same force and effect as if originally named as a Grantor herein, for all purposes of this Agreement upon execution and delivery
by such Subsidiary of a Supplement substantially in the form of Exhibit 1 hereto. The execution and delivery of any instrument adding an additional Grantor as a party to this Agreement shall not require the consent of any other Grantor hereunder.
The rights and obligations of each Grantor hereunder shall remain in full force and effect notwithstanding the addition of any new Grantor as a party to this Agreement. 

7.14 WAIVER OF JURY TRIAL. EACH PARTY TO THIS AGREEMENT HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION
OR CAUSE OF ACTION ARISING UNDER THIS AGREEMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO THIS AGREEMENT OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW
EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY
TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 7.14 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY. 

7.15 Intercreditor Agreement. Notwithstanding any provision to the contrary in this Agreement, in the event of any conflict or
inconsistency between the provisions of any Intercreditor Agreement and this Agreement, the provisions of such Intercreditor Agreement shall prevail. 

[Signature Pages Follow] 







 IN WITNESS WHEREOF, each of the undersigned has caused this Agreement to be duly executed and
delivered by its duly authorized officer as of the day and year first above written. 
  

			
	TRIBUNE PUBLISHING COMPANY
	as a Grantor,
		
	By:	 	 /s/ Steven Berns

	Name:	 	Steven Berns
	Title:	 	President and Chief Executive Officer


 [Signature Page to Term Loan Security Agreement] 







 
			
	Blue Lynx Media, LLC
	Builder Media Solutions, LLC
	California Community News, LLC
	Capital-Gazette Communications, LLC
	Carroll County Times, LLC
	Chicago Tribune Company, LLC
	Chicagoland Publishing Company, LLC
	ForSaleByOwner.com Referral Services, LLC
	forsalebyowner.com, LLC
	Hoy Publications, LLC
	Internet Foreclosure Service, LLC
	Local Pro Plus Realty, LLC
	Los Angeles Times Communications LLC
	Orlando Sentinel Communications Company, LLC
	Sun-Sentinel Company, LLC
	TCA News Service, LLC
	The Baltimore Sun Company, LLC
	The Daily Press, LLC
	The Hartford Courant Company, LLC
	The Morning Call, LLC
	Tribune 365, LLC
	Tribune Content Agency, LLC
	Tribune Direct Marketing, LLC
	Tribune Interactive, LLC
	Tribune Content Agency London, LLC
	Tribune Publishing Company, LLC
	Tribune Washington Bureau, LLC
	each as a Grantor,
		
	By:	 	 /s/ Edward Lazarus

	Name:	 	Edward Lazarus
	Title:	 	Secretary


 [Signature Page to Term Loan Security Agreement] 







 
			
	McClatchy/Tribune Information Services, LLC, as a Grantor
	
	By: TCA News Service, LLC, as its Member
		
	By:	 	 /s/ Edward Lazarus

	Name:	 	Edward Lazarus
	Title:	 	Secretary
	
	By: Tribune Publishing Company, LLC, as its Member
		
	By:	 	 /s/ Edward Lazarus

	Name:	 	Edward Lazarus
	Title:	 	Secretary









 
					
	JPMORGAN CHASE BANK, N.A.,
	as Collateral Agent
		
	By:	 	 /s/ John G. Kowalczuk

		 	Name:	 	John G. Kowalczuk
		 	Title:	 	Executive Director









 SCHEDULE A 

TO THE TERM LOAN SECURITY AGREEMENT 

SUBSIDIARY GRANTORS 
  

	1.	Blue Lynx Media, LLC 

  

	2.	Builder Media Solutions, LLC 

  

	3.	California Community News, LLC 

  

	4.	Capital-Gazette Communications, LLC 

  

	5.	Carroll County Times, LLC (f/k/a Landmark Community Newspapers of Maryland, LLC) 

  

	6.	Chicago Tribune Company, LLC 

  

	7.	Chicagoland Publishing Company, LLC 

  

	8.	ForSaleByOwner.com Referral Services, LLC 

  

	9.	forsalebyowner.com, LLC 

  

	10.	Hoy Publications, LLC 

  

	11.	Internet Foreclosure Service, LLC 

  

	12.	Local Pro Plus Realty, LLC 

  

	13.	Los Angeles Times Communications LLC 

  

	14.	McClatchy/Tribune Information Services, LLC 

  

	15.	Orlando Sentinel Communications Company, LLC 

  

	16.	Sun-Sentinel Company, LLC 

  

	17.	TCA News Service, LLC 

  

	18.	The Baltimore Sun Company, LLC 

  

	19.	The Daily Press, LLC 

  

	20.	The Hartford Courant Company, LLC 

  

	21.	The Morning Call, LLC 

  

	22.	Tribune 365, LLC 

  

	23.	Tribune Content Agency, LLC (f/k/a TMS News and Features, LLC) 

  

	24.	Tribune Direct Marketing, LLC 

  

	25.	Tribune Interactive, LLC 

  

	26.	Tribune Content Agency London, LLC (f/k/a Tribune Media Services London, LLC) 

  

	27.	Tribune Publishing Company, LLC 

  

	28.	Tribune Washington Bureau, LLC 








 SCHEDULE 2(a)(iv) TO THE 

TERM LOAN SECURITY AGREEMENT 

COMMERCIAL TORT CLAIMS 
 None. 







 SCHEDULE 3.02(a)(i) TO THE  

TERM LOAN SECURITY AGREEMENT 

REGISTERED INTELLECTUAL PROPERTY 
  

	A.	COPYRIGHTS 

 Copyright Registrations 

 

							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Capone: A Photographic Portrait of America’s Most Notorious Gangster.	  	Chicago Tribune Company, LLC	  	2013-12-9	  	TX0007820451
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-01-29	  	TX0006631926
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-03-09	  	TX0006679508
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-04-16	  	TX0006631550
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-06-11	  	TX0006681730
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-06-18	  	TX0006679511
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-08-07	  	TX0006685341
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-09-14	  	TX0006683998
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-10-13	  	TX0006685673
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-11-02	  	TX0006700107
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-11-27	  	TX0006700069
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2009-11-30	  	TX0006699974
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-01-01	  	TX0006701541









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-04-12	  	TX0006704036
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-07-02	  	TX0006704874
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-07-06	  	TX0006704863
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-09-01	  	TX0006705118
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-10-06	  	TX0006776164
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-10-08	  	TX0006771483
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-10-22	  	TX0006718509
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2010-12-20	  	TX0006771757
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-01-10	  	TX0006771515
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-02-22	  	TX0006772975
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-03-23	  	TX0006772922
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-04-13	  	TX0006776368
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-06-13	  	TX0006778315
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-07-11	  	TX0006604598
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-07-12	  	TX0006604599
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-08-03	  	TX0006784582
	Good Eating’s Best of the Best: Great recipes of the past decade from the Chicago Tribune test kitchen	  	Chicago Tribune Company, LLC	  	2011-09-26	  	TX0007439909
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2012-11-19	  	TX0006604600
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2012-12-07	  	TX0007693250
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2012-12-26	  	TX0007741886
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2012-12-26	  	TX0007741913
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2011-09-12	  	TX0006784583









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Life Skills: How to Do Almost Anything.	  	Chicago Tribune Company, LLC	  	2013-12-9	  	TX0007819257
	Prep School: How to Improve Your Kitchen Skills and Cooking Techniques.	  	Chicago Tribune Company, LLC	  	2013-12-9	  	TX0007815954
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2013-02-26	  	TX0007806252
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2013-02-26	  	TX0007806274
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2013-03-26	  	TX0007806241
	Chicago Tribune	  	Chicago Tribune Company, LLC	  	2013-03-26	  	TX0007806296
	Chicago Tribune	  	Chicago Tribune Company LLC	  	2014-01-22	  	TX0007875719
	Chicago Tribune	  	Chicago Tribune Company LLC	  	2014-01-22	  	TX0007875720
	Chicago Tribune	  	Chicago Tribune	  	2013-05-09	  	TX0007883208
	Chicago Tribune	  	Chicago Tribune	  	2013-05-09	  	TX0007883233
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-04-20	  	TX0006679665
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-04-20	  	TX0006631638
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-04-24	  	TX0006679528
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-04-24	  	TX0006631515
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-04-24	  	TX0006631511
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-05-01	  	TX0006631419
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-06-22	  	TX0006683871









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-06-22	  	TX0006679373
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-06-22	  	TX0006681718
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-06-26	  	TX0006684083
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-08-21	  	TX0006684018
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-08-24	  	TX0006683930
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-12-29	  	TX0006699962
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-12-29	  	TX0006701494
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-12-29	  	TX0006699954
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2009-12-29	  	TX0006699969
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2010-04-26	  	TX0006703968
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2010-05-05	  	TX0006703965
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2010-05-24	  	TX0006704230
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2010-07-26	  	TX0006705082
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2010-07-26	  	TX0006705083
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2010-10-08	  	TX0006718602
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-01-11	  	TX0006771507









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-01-11	  	TX0006771642
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-01-11	  	TX0006771509
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-01-12	  	TX0006771514
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-03-16	  	TX0006772858
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-03-16	  	TX0006772946
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-03-17	  	TX0006772898
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-04-29	  	TX0006778267
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2011-04-29	  	TX0006778266
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2012-10-31	  	TX0007807041
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2012-11-20	  	TX0007681418
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2012-11-20	  	TX0007695958
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2013-01-25	  	TX0007681450
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2013-01-25	  	TX0007681454
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2013-03-25	  	TX0007687007
	Los Angeles Times	  	Los Angeles Times Communications, LLC	  	2013-04-08	  	TX0007713135









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Los Angeles Times. [Published: 2013-03-01 to 2013-03-31. Issues: March 2013]	  	Los Angeles Times Communications, LLC	  	2013-07-12	  	TX0007811681
	Los Angeles Times. [Published: 2013-04-01 to 2013-04-30. Issues: April 2013]	  	Los Angeles Times Communications, LLC	  	2013-07-12	  	TX0007811118
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-02-02	  	TX0006664968
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-02-02	  	TX0006664951
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-06-11	  	TX0006681615
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-06-11	  	TX0006679401
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-08-20	  	TX0006685344
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-08-31	  	TX0006687600
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2009-09-15	  	TX0006685714
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2010-02-04	  	TX0006701520
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2010-04-22	  	TX0006704961
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2010-06-06	  	TX0006704869
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2010-07-30	  	TX0006705066
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2010-11-01	  	TX0006718521
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2010-11-12	  	TX0006718508
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-02-24	  	TX0006772965









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-05-10	  	TX0006776301
	South Florida Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2011-03-21	  	TX0006772782
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2010-04-23	  	TX0006782649
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-05-31	  	TX0006778363
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-07-11	  	TX0006778827
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-08-01	  	TX0006778888
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-08-09	  	TX0006778994
	Sun-Sentinel (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2011-08-09	  	TX0006778889
	Sun-Sentinel	  	Sun-Sentinel Company, LLC	  	2013-02-05	  	TX0007802880
	Sun-Sentinel. [Published: 2012-11-01 to 2012-11-30. Issues: Novermber 2012] (Fort Lauderdale, FL)	  	Sun-Sentinel Company, LLC	  	2013-03-04	  	TX0007750207
	Sun Sentinel	  	Sun Sentinel Company, LLC	  	2013-01-03	  	TX 0007875448
	Sun Sentinel	  	Sun Sentinel Company, LLC	  	2013-07-15	  	TX0007881053
	Sun Sentinel	  	Sun Sentinel Company, LLC	  	2013-10-21	  	TX0007876624
	Sun Sentinel	  	Sun Sentinel Company, LLC	  	2013-01-23	  	TX0007727662
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2010-10-13	  	TX0006772763
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2010-11-01	  	TX0006718545
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2010-11-01	  	TX0006718549









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-01-31	  	TX0006782647
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-01-31	  	TX0006782646
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-01-31	  	TX0006782645
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-04-08	  	TX0006772810
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-04-08	  	TX0006772809
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-04-27	  	TX0006776380
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-05-10	  	TX0006776311
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2011-06-13	  	TX0006779045
	The Baltimore Sun	  	The Baltimore Sun Company, LLC	  	2013-05-20	  	TX0007742903
	The Baltimore Sun. [Published: 2012-09-01 to 2012-09-30. Issues: September 2012]	  	The Baltimore Sun Company, LLC	  	2013-2-22	  	TX0007777300
	The Baltimore Sun. [Published: 2012-07-01 to 2012-07-31. Issues: July 2012]	  	The Baltimore Sun Company, LLC	  	2012-11-19	  	TX0007807021
	The Baltimore Sun. [Published: 2012-06-01 to 2012-06-30. Issues: June 2012]	  	The Baltimore Sun Company, LLC	  	2012-11-19	  	TX0007807017









							
	 Title
	  	 Current owner
	  	 Registration
Date
	  	 Copyright
Registration #

	The Baltimore Sun. [Published: 2012-10-01 to 2012-10-31. Issues: October 2012]	  	The Baltimore Sun Company, LLC	  	2013-2-22	  	TX0007778680









	B.	PATENTS AND PATENT APPLICATIONS 

 Issued Patents 

 

							
	 Title
	  	 Pat. No.
	  	 Issue Date
	  	 Owner

	Newspaper Vending Machine	  	6,523,716	  	2/25/2003	  	Los Angeles Times Communications LLC

 Pending Patent Applications 
  

							
	 Title
	  	 App. No.
	  	 Filing Date
	  	 Owner

	System and Method for Localized and/or Topic-driven Content Distribution for Mobile Devices	  	12/566646	  	9/24/2009	  	Tribune Interactive, LLC
	Website User-Interface	  	61/988097	  	5/2/2014	  	Tribune Publishing Company, LLC
	Website User-Interface	  	61/988776	  	5/5/2014	  	Tribune Publishing Company, LLC
	Systems and Methods for Producing a Content Page	  	13/827,792	  	3/14/2013	  	Tribune Publishing Company, LLC
	Systems and Methods for Arranging Newspaper Content	  	13/827,833	  	3/14/2013	  	Tribune Publishing Company, LLC
	Online Information System with Continuous Scrolling and User-Controlled Content	  	14/448,597	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Per-Document Selectable Items	  	14/448,602	  	7/31/2014	  	Tribune Publishing Company, LLC









							
	Online Information System with Continuous Scrolling and Previous Section Removal	  	14/448,604	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Backward Continuous Scrolling	  	14/448,610	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Continuous Scrolling and Advertisements	  	14/448,613	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Continuous Scrolling and Advertisements	  	14/448,616	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Continuous Scrolling and Position Correction	  	14/448,621	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Selectable Items for Continuous Scrolling	  	14/448,626	  	7/31/2014	  	Tribune Publishing Company, LLC
	Online Information System with Continuous Scrolling and Position Correction	  	14/448,630	  	7/31/2014	  	Tribune Publishing Company, LLC









	C.	TRADEMARKS AND TRADEMARK APPLICATIONS 

 Pending Trademark Applications 

 

							
	 Trademark
	  	 Owner
	  	 Serial Number
	  	 Filing Date

	EAT.LEARN.SHOP.FIND. WE ARE CHICAGO	  	Chicagoland Publishing Company, LLC	  	85340200	  	6/7/2011
	THE CHICAGOAN	  	Chicagoland Publishing Company, LLC	  	85415785	  	9/06/2011
	DISTRICT WEST	  	Los Angeles Times Communications, LLC	  	85913176	  	4/24/2013
	THE BLACK BOOK	  	The Baltimore Sun Company, LLC	  	85952153	  	6/6/2013
	SUN MEDIA	  	The Baltimore Sun Company, LLC	  	85010593	  	4/09/2010
	DIGITAL NEWSSTAND CONNECTICUT NEWS AND MORE 24/7 & Design	  	The Hartford Courant Company, LLC	  	85385853	  	8/01/2011
	RELAY MEDIA SOLUTIONS	  	Sun-Sentinel Company, LLC	  	86044372	  	8/21/2013
	HYPEORLANDO	  	Sun-Sentinel Company, LLC	  	86190555	  	2/11/2014
	HYPESOUTHFLORIDA	  	Sun-Sentinel Company, LLC	  	86190631	  	2/11/2014
	GOREN BRIDGE	  	Tribune Content Agency, LLC	  	86200348	  	2/21/2014
	CARQUIK	  	Tribune Interactive, LLC	  	86068256	  	9/18/2013
	INSIDE SHOPPER	  	Tribune Publishing Company, LLC	  	86163478	  	1/13/2014








 Trademark Registrations 

 

											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	The Capital A Capital-Gazette Newspaper	  	Capital-Gazette Communications, LLC	  	75832623	  	10/27/1999	  	2,454,745	  	5/29/2001
	Maryland Gazette A Capital-Gazette Newspaper	  	Capital-Gazette Communications, LLC	  	75834164	  	10/27/1999	  	2,454,752	  	5/29/2001
	The Bowie Blade-News A Capital-Gazette Newspaper	  	Capital-Gazette Communications, LLC	  	75838261	  	10/27/1999	  	2,454,773	  	5/29/2001
	REDEYE	  	Chicago Tribune Company, LLC	  	77101529	  	2/07/2007	  	4472888	  	1/28/2014
	REDEYE I	  	Chicago Tribune Company, LLC	  	77101706	  	2/07/2007	  	4472889	  	1/28/2014
	BEYOND WORDS	  	Chicago Tribune Company, LLC	  	78131724	  	5/29/2002	  	2827669	  	3/30/2004
	CHICAGO DAILY TRIBUNE	  	Chicago Tribune Company, LLC	  	71177706	  	3/19/1923	  	172059	  	8/21/1923
	CHICAGO LIVE!	  	Chicago Tribune Company, LLC	  	85704519	  	8/15/2012	  	4381402	  	8/6/2013
	CHICAGO NOW	  	Chicago Tribune Company, LLC	  	77656848	  	1/26/2009	  	3788300	  	5/11/2010
	CHICAGO NOW & Design	  	Chicago Tribune Company, LLC	  	85238034	  	2/09/2011	  	4028341	  	9/20/2011
	CHICAGO ONLINE	  	Chicago Tribune Company, LLC	  	74212511	  	10/11/1991	  	1848363	  	8/2/1994
	CHICAGO ONLINE & Design	  	Chicago Tribune Company, LLC	  	74293023	  	7/10/1992	  	1784589	  	7/27/1993
	CHICAGO SUNDAY TRIBUNE.	  	Chicago Tribune Company, LLC	  	71177707	  	3/19/1923	  	173669	  	10/2/1923
	CHICAGO TRIBUNE	  	Chicago Tribune Company, LLC	  	72173984	  	7/29/1963	  	771167	  	6/9/1964
	CHICAGONOW.COM	  	Chicago Tribune Company, LLC	  	77656859	  	1/26/2009	  	3775982	  	4/13/2010
	CHICAGOPOINTS	  	Chicago Tribune Company, LLC	  	77724131	  	4/28/2009	  	3890816	  	12/14/2010
	DAYWATCH	  	Chicago Tribune Company, LLC	  	78374640	  	2/26/2004	  	2930852	  	3/8/2005
	IN THE WAKE OF THE NEWS	  	Chicago Tribune Company, LLC	  	71198892	  	6/20/1924	  	191597	  	11/11/1924
	KIDNEWS & Design	  	Chicago Tribune Company, LLC	  	74366368	  	3/09/1993	  	1856712	  	10/4/1994
	M	  	Chicago Tribune Company, LLC	  	77133146	  	3/16/2007	  	3709111	  	11/10/2009
	METROMIX	  	Chicago Tribune Company, LLC	  	75270809	  	3/21/1997	  	2272746	  	8/24/1999
	MOTORMOUTH	  	Chicago Tribune Company, LLC	  	78068232	  	6/08/2001	  	2507275	  	11/13/2001
	RED EYE I	  	Chicago Tribune Company, LLC	  	78177110	  	10/22/2002	  	2918012	  	1/11/2005









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	REDEYE	  	Chicago Tribune Company, LLC	  	78171185	  	10/04/2002	  	2921483	  	1/25/2005
	THE MASH	  	Chicago Tribune Company, LLC	  	77482775	  	5/23/2008	  	3613665	  	4/28/2009
	THE MASH	  	Chicago Tribune Company, LLC	  	77549005	  	8/18/2008	  	3677664	  	9/1/2009
	M THE MASH	  	Chicago Tribune Company, LLC	  	85172772	  	11/09/2010	  	3992904	  	7/12/2011
	THE SWAMP	  	Chicago Tribune Company, LLC	  	77085924	  	1/18/2007	  	3338428	  	11/20/2007
	THE WORLD’S GREATEST NEWSPAPER	  	Chicago Tribune Company, LLC	  	71053238	  	12/12/1910	  	81645	  	4/25/1911
	CHICAGO	  	Chicagoland Publishing Company, LLC	  	75900748	  	1/21/2000	  	2742591	  	7/29/2003
	CHICAGO	  	Chicagoland Publishing Company, LLC	  	73480579	  	5/16/1984	  	1319357	  	2/12/1985
	CHICAGO	  	Chicagoland Publishing Company, LLC	  	73537616	  	5/14/1985	  	1367605	  	10/29/1985
	CHICAGO GUIDE	  	Chicagoland Publishing Company, LLC	  	73483247	  	5/16/1984	  	1322160	  	2/26/1985
	CHICAGO’S TABLE	  	Chicagoland Publishing Company, LLC	  	85485199	  	12/01/2011	  	4182658	  	7/31/2012
	DEAL ESTATE	  	Chicagoland Publishing Company, LLC	  	77130522	  	3/14/2007	  	3447614	  	6/17/2008
	THE ESCAPE ARTIST	  	Chicagoland Publishing Company, LLC	  	85294339	  	4/13/2011	  	4089117	  	1/17/2012
	BRAND X	  	Los Angeles Times Communications LLC	  	77699408	  	3/25/2009	  	3808088	  	6/22/2010
	BURBANK LEADER	  	California Community News, LLC	  	75398372	  	12/01/1997	  	2218767	  	1/19/1999
	CALENDAR	  	Los Angeles Times Communications LLC	  	73778881	  	2/06/1989	  	1598514	  	5/29/1990
	COMPANY TOWN	  	Los Angeles Times Communications LLC	  	77344793	  	12/05/2007	  	3838321	  	8/24/2010









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	JUMBLE	  	Tribune Content Agency, LLC	  	75438757	  	2/23/1998	  	2304764	  	12/28/1999
	JUMBLE	  	Tribune Content Agency, LLC	  	85216755	  	1/13/2011	  	4022096	  	9/6/2011
	JUMBLE	  	Tribune Content Agency, LLC	  	85325108	  	5/19/2011	  	4211012	  	9/18/2012
	JUMBLE BRAINBUSTERS	  	Tribune Content Agency, LLC	  	78054248	  	3/21/2001	  	2698762	  	3/18/2003
	JUMBLE BRAINBUSTERS JUNIOR	  	Tribune Content Agency, LLC	  	78054264	  	3/21/2001	  	2670358	  	12/31/2002
	JUMBLE CROSSWORDS	  	Tribune Content Agency, LLC	  	75420482	  	1/20/1998	  	2217401	  	1/12/1999
	JUMBLE FOR KIDS	  	Tribune Content Agency, LLC	  	75644371	  	2/19/1999	  	2321445	  	2/22/2000
	JUMBLE JONG	  	Tribune Content Agency, LLC	  	77339085	  	11/28/2007	  	3599582	  	3/31/2009
	JUMBLE SEE & SEARCH	  	Tribune Content Agency, LLC	  	78220074	  	2/28/2003	  	3104614	  	6/13/2006
	JUMBLE SOLITAIRE	  	Tribune Content Agency, LLC	  	77339167	  	11/28/2007	  	3599584	  	3/31/2009
	JUMBLE-THAT SCRAMBLED WORD GAME	  	Tribune Content Agency, LLC	  	72096669	  	5/09/1960	  	721351	  	9/12/1961
	JUMPIN’ JUMBLE	  	Tribune Content Agency, LLC	  	77339132	  	11/28/2007	  	3599583	  	3/31/2009
	SIMPLE STYLE	  	Tribune Content Agency, LLC	  	85554054	  	2/27/2012	  	4498604	  	3/18/2014
	TV JUMBLE	  	Tribune Content Agency, LLC	  	75659424	  	3/12/1999	  	2321664	  	2/22/2000
	WORD SALSA	  	Tribune Content Agency, LLC	  	78377759	  	3/03/2004	  	2928014	  	2/22/2005
	WORD VAULT	  	Tribune Content Agency, LLC	  	77231378	  	7/17/2007	  	3673584	  	8/25/2009
	COUNTER INTELLIGENCE	  	Los Angeles Times Communications LLC	  	74684391	  	6/05/1995	  	1953861	  	1/30/1996
	CULTURE MONSTER	  	Los Angeles Times Communications LLC	  	85079672	  	7/07/2010	  	3984212	  	6/28/2011
	DAILY PILOT	  	California Community News, LLC	  	74701307	  	7/14/1995	  	1982579	  	6/25/1996
	FALL SNEAKS	  	Los Angeles Times Communications LLC	  	75573102	  	10/16/1998	  	2291757	  	11/9/1999
	FESTIVAL OF BOOKS	  	Los Angeles Times Communications LLC	  	75144109	  	8/02/1996	  	2113177	  	11/11/1997
	FESTIVAL OF BOOKS	  	Los Angeles Times Communications LLC	  	75144124	  	8/02/1996	  	2106058	  	10/14/1997









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	GLENDALE NEWS-PRESS	  	California Community News, LLC	  	75397328	  	11/28/1997	  	2249088	  	6/1/1999
	HERO COMPLEX	  	Los Angeles Times Communications LLC	  	85129952	  	9/15/2010	  	3961490	  	5/17/2011
	HIGHWAY 1	  	Los Angeles Times Communications LLC	  	75524315	  	7/23/1998	  	2283130	  	10/5/1999
	HOLIDAY SNEAKS	  	Los Angeles Times Communications LLC	  	75573100	  	10/16/1998	  	2291756	  	11/9/1999
	HOLLYWOOD BACKLOT	  	Los Angeles Times Communications LLC	  	77474730	  	5/15/2008	  	3864935	  	10/19/2010
	HOT PROPERTY	  	Los Angeles Times Communications LLC	  	75517403	  	7/10/1998	  	2285097	  	10/12/1999
	LATIMES.COM	  	Los Angeles Times Communications LLC	  	75243251	  	2/18/2997	  	2210150	  	12/15/1998
	LOS ANGELES TIMES	  	Los Angeles Times Communications LLC	  	72457017	  	5/10/1973	  	0987427	  	7/2/1974
	LOS ANGELES TIMES	  	Los Angeles Times Communications LLC	  	72457019	  	5/10/1973	  	0989634	  	7/30/1974
	MATH YOU CAN BANK ON	  	Los Angeles Times Communications LLC	  	75591049	  	11/16/1998	  	2302138	  	12/21/1999
	MATH YOU CAN BANK ON	  	Los Angeles Times Communications LLC	  	75589749	  	11/16/1998	  	2299994	  	12/14/1999
	PERFORMING BOOKS	  	Los Angeles Times Communications LLC	  	78677111	  	7/25/2005	  	3114260	  	7/11/2006
	PILOT CUP	  	Los Angeles Times Communications LLC	  	85038776	  	5/14/2010	  	3992129	  	7/12/2011
	PLAN-IT EARTH	  	Los Angeles Times Communications LLC	  	75591843	  	11/19/1998	  	2328603	  	3/14/2000
	PLAN-IT EARTH	  	Los Angeles Times Communications LLC	  	77215820	  	6/26/2007	  	3411499	  	4/15/2008









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	READING, WRITING, RESULTS	  	Los Angeles Times Communications LLC	  	75702106	  	5/10/1999	  	2378198	  	8/15/2000
	READING BY 9	  	Los Angeles Times Communications LLC	  	75573052	  	10/19/1998	  	2370091	  	7/25/2000
	READING BY 9 & Design	  	Los Angeles Times Communications LLC	  	75626377	  	1/25/1999	  	2370341	  	7/25/2000
	READING BY 9.COM	  	Los Angeles Times Communications LLC	  	75573051	  	10/19/1998	  	2370090	  	7/25/2000
	SNEAKS	  	Los Angeles Times Communications LLC	  	75584579	  	11/06/1998	  	2323592	  	2/29/2000
	SNEAKS	  	Los Angeles Times Communications LLC	  	77568062	  	9/11/2008	  	3883394	  	11/30/2010
	SO SOCAL	  	Los Angeles Times Communications LLC	  	78058660	  	4/16/2001	  	2510735	  	11/20/2001
	STEPS TO DISCOVERY	  	Los Angeles Times Communications LLC	  	75702100	  	5/10/1999	  	2468856	  	7/17/2001
	SUMMER SNEAKS	  	Los Angeles Times Communications LLC	  	75573101	  	10/16/1998	  	2320849	  	2/22/2000
	THE ENVELOPE	  	Los Angeles Times Communications LLC	  	78816210	  	2/16/2006	  	3193182	  	1/2/2007
	TICKER TAPE RALLY STOCK MARKET GAME	  	Los Angeles Times Communications LLC	  	74213149	  	10/15/1991	  	1708150	  	8/18/1992
	TIMES COMMUNITY NEWS	  	Los Angeles Times Communications LLC	  	75603985	  	12/11/1998	  	2328687	  	3/14/2000
	TIMES COMMUNITY NEWS	  	Los Angeles Times Communications LLC	  	75677955	  	4/08/1999	  	2332390	  	3/21/2000
	TIMES IN EDUCATION	  	Los Angeles Times Communications LLC	  	75411115	  	12/29/1997	  	2295095	  	11/30/1999









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	YOUR SCENE	  	Los Angeles Times Communications LLC	  	78966926	  	9/05/2006	  	3795149	  	5/25/2010
	EL SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	78096702	  	12/05/2001	  	2704683	  	4/8/2003
	ELSENTINEL.COM	  	Orlando Sentinel Communications Company, LLC	  	78096747	  	12/05/2001	  	2779473	  	11/4/2003
	ENGINEHEAD	  	Orlando Sentinel Communications Company, LLC	  	77038410	  	11/07/2006	  	3315651	  	10/23/2007
	ONE BOOK ONE COMMUNITY	  	Orlando Sentinel Communications Company, LLC	  	78156694	  	8/22/2002	  	2724394	  	6/10/2003
	ORLANDO SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	78105160	  	01/28/2002	  	2652070	  	11/19/2002
	ORLANDOSENTINEL.COM	  	Orlando Sentinel Communications Company, LLC	  	78105163	  	1/28/2002	  	2652071	  	11/19/2002
	CHOICE ADS & Design	  	Sun-Sentinel Company, LLC	  	78072165	  	7/03/2001	  	2635377	  	10/15/2002
	CHOICE ADS & Design	  	Sun-Sentinel Company, LLC	  	78072164	  	7/03/2001	  	2704633	  	4/8/2003
	CITY & SHORE	  	Sun-Sentinel Company, LLC	  	76118412	  	8/29/2000	  	2650264	  	11/12/2002
	SUNBYTES	  	Sun-Sentinel Company, LLC	  	77750740	  	6/03/2009	  	3733982	  	1/5/2010
	SUN-SENTINEL	  	Sun-Sentinel Company, LLC	  	73266900	  	6/19/1980	  	1179121	  	11/24/1981
	SUN-SENTINEL & Design	  	Sun-Sentinel Company, LLC	  	77086728	  	1/19/2007	  	3404319	  	4/1/2008
	B	  	The Baltimore Sun Company, LLC	  	77377456	  	1/22/2008	  	3699692	  	10/20/2009
	B	  	The Baltimore Sun Company, LLC	  	77377408	  	1/22/2008	  	3702412	  	10/27/2009
	B	  	The Baltimore Sun Company, LLC	  	77421249	  	3/13/2008	  	3699772	  	10/20/2009
	B FREE DAILY	  	The Baltimore Sun Company, LLC	  	77377315	  	1/22/2008	  	3699691	  	10/20/2009
	B FREE DAILY	  	The Baltimore Sun Company, LLC	  	77421210	  	3/13/2008	  	3699771	  	10/20/2009
	BALTIMORESUN.COM	  	The Baltimore Sun Company, LLC	  	77035394	  	11/02/2006	  	3387464	  	2/26/2008
	SUN PEOPLE KNOW	  	The Baltimore Sun Company, LLC	  	77132097	  	3/15/2007	  	3434197	  	5/27/2008









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	THE BALTIMORE SUN	  	The Baltimore Sun Company, LLC	  	77144023	  	3/29/2007	  	3576898	  	2/17/2009
	THE SUN, LIGHT FOR ALL & Design	  	The Baltimore Sun Company, LLC	  	77034973	  	11/02/2006	  	3465142	  	7/15/2008
	THE AEGIS	  	The Baltimore Sun Company, LLC	  	75430749	  	2/09/1998	  	2234065	  	3/23/1999
	THE AEGIS & Design	  	The Baltimore Sun Company, LLC	  	85373738	  	7/18/2011	  	4197049	  	8/28/2012
	THE RECORD	  	The Baltimore Sun Company, LLC	  	75829471	  	12/21/1999	  	2459239	  	6/12/2001
	THEAEGIS.COM	  	The Baltimore Sun Company, LLC	  	75430529	  	2/09/1998	  	2268522	  	8/10/1999
	THE SUN	  	The Baltimore Sun Company, LLC	  	73789679	  	3/28/1989	  	1568347	  	11/28/1989
	THE SUN & Design	  	The Baltimore Sun Company, LLC	  	71236826	  	9/03/1926	  	230093	  	7/12/1927
	ARBUTUS TIMES	  	The Baltimore Sun Company, LLC	  	75449422	  	3/04/1998	  	2266681	  	8/3/1999
	BALTIMORE MESSENGER	  	The Baltimore Sun Company, LLC	  	75447358	  	3/04/1998	  	2251268	  	6/8/1999
	CATONSVILLE TIMES	  	The Baltimore Sun Company, LLC	  	75447350	  	3/04/1998	  	2251267	  	6/8/1999
	COLUMBIA FLIER	  	The Baltimore Sun Company, LLC	  	75446425	  	3/09/1998	  	2249378	  	6/1/1999
	HOWARD	  	The Baltimore Sun Company, LLC	  	77232436	  	7/18/2007	  	3589680	  	3/17/2009
	HOWARD COUNTY TIMES	  	The Baltimore Sun Company, LLC	  	75451542	  	3/04/1998	  	2249420	  	6/1/1999
	LAUREL LEADER	  	The Baltimore Sun Company, LLC	  	75491522	  	5/26/1998	  	2266971	  	8/3/1999
	NORTHEAST BOOSTER	  	The Baltimore Sun Company, LLC	  	75447353	  	3/04/1998	  	2253254	  	6/15/1999
	NORTHEAST REPORTER	  	The Baltimore Sun Company, LLC	  	75447348	  	3/04/1998	  	2271811	  	8/24/1999
	OWINGS MILLS TIMES	  	The Baltimore Sun Company, LLC	  	75447349	  	3/04/1998	  	2253253	  	6/15/1999
	TOWSON TIMES	  	The Baltimore Sun Company, LLC	  	75447359	  	3/04/1998	  	2251269	  	6/8/1999
	WHERE MARYLAND COMES ALIVE	  	The Baltimore Sun Company, LLC	  	78082886	  	9/06/2001	  	2914405	  	12/28/2004
	GRABBLE	  	The Daily Press, LLC	  	85412143	  	5/04/2011	  	4067181	  	12/6/2011
	BECAUSE YOU WANT TO KNOW	  	The Hartford Courant Company, LLC	  	78683988	  	8/02/2005	  	3117131	  	7/18/2006
	COURANT DIRECT & Design	  	The Hartford Courant Company, LLC	  	74403954	  	6/18/1993	  	1839581	  	6/14/1994
	COURANT.COM	  	The Hartford Courant Company, LLC	  	75269971	  	4/07/1997	  	2268085	  	8/10/1999
	VALUMAIL	  	The Hartford Courant Company, LLC	  	74373405	  	3/30/1993	  	1811067	  	12/14/1993
	THE HARTFORD COURANT	  	The Hartford Courant Company, LLC	  	73475137	  	4/12/1984	  	1361778	  	9/24/1985
	THE HARTFORD COURANT	  	The Hartford Courant Company, LLC	  	75383995	  	11/03/1997	  	2258814	  	7/6/1999









											
	 Mark
	  	 Current Owner
	  	 Serial
Number
	  	 Filing Date
	  	 Reg Number
	  	 Reg Date

	LEHIGH VALLEY LIVING	  	The Morning Call, LLC	  	78646365	  	6/08/2005	  	3229097	  	4/17/2007
	MCALL.COM	  	The Morning Call, LLC	  	78061362	  	5/01/2001	  	2585474	  	6/25/2002
	MERGE	  	The Morning Call, LLC	  	78523868	  	11/29/2004	  	3149809	  	9/26/2006
	DMD	  	The Morning Call, LLC	  	74312243	  	9/09/1992	  	1795218	  	9/28/1993
	THE MORNING CALL	  	The Morning Call, LLC	  	73799242	  	5/11/1989	  	1571905	  	12/19/1989
	THE MORNING CALL HOME TOUR	  	The Morning Call, LLC	  	75645366	  	2/22/1999	  	2321458	  	2/22/2000
	USE IT FOR LIFE	  	The Morning Call, LLC	  	85095721	  	7/29/2010	  	3940421	  	4/5/2011
	BUZZDASH	  	Tribune Interactive, LLC	  	77462054	  	4/30/2008	  	3549613	  	12/23/2008
	CHICAGOSTART	  	Tribune Interactive, LLC	  	78257479	  	6/03/2003	  	3389658	  	2/26/2008
	CITYSTART	  	Tribune Interactive, LLC	  	78257474	  	6/03/2003	  	3389657	  	2/26/2008
	P2P	  	Tribune Interactive, LLC	  	77826056	  	9/14/2009	  	4084362	  	1/10/2012
	PROGENUITY	  	Tribune Interactive, LLC	  	85413335	  	9/01/2011	  	4238918	  	11/06/2012
	QUADRANTONE	  	Tribune Interactive, LLC	  	77376746	  	1/21/2008	  	3693392	  	10/6/2009
	QUADRANTONE TRUSTED BRANDS. NATIONAL REACH. & Design	  	Tribune Interactive, LLC	  	77386607	  	2/01/2008	  	3609928	  	4/21/2009
	SEARCH WINGINE	  	Tribune Interactive, LLC	  	77616336	  	11/18/2008	  	3901146	  	1/4/2011
	ZOOZAG	  	Tribune Interactive, LLC	  	77831088	  	9/21/2009	  	3901622	  	1/4/2011
	ZOOZAG.COM	  	Tribune Interactive, LLC	  	77831162	  	9/21/2009	  	3901623	  	1/4/2011
	ADVICE FOR THE REAL WORLD	  	Tribune Publishing Company, LLC	  	78283883	  	8/06/203	  	2903962	  	11/16/2004
	ASK AMY	  	Tribune Publishing Company, LLC	  	78272044	  	7/09/2003	  	2903950	  	11/16/2004








 State Trademarks 
  


							
	 TRADEMARK
	  	 Owner
	  	 Serial Number
	  	 Filing Date

	The Capital A Capital-Gazette Newspaper	  	Capital-Gazette Communications, LLC	  	2000/00873—
 Maryland
	  	11/16/09
	The Bowie Blade-News A Capital-Gazette Newspaper	  	Capital-Gazette Communications, LLC	  	2000/00874—
 Maryland
	  	11/16/09
	Maryland Gazette A Capital-Gazette Newspaper	  	Capital-Gazette Communications, LLC	  	2000/00872—
 Maryland
	  	11/16/09
	Carroll County Times	  	Carroll County Times, LLC	  	1997/00277—
 Maryland
	  	5/31/07
	Carroll County Times	  	Carroll County Times, LLC	  	2000-01080—
 Maryland
	  	9/26/00
	Carroll Families	  	Carroll County Times, LLC	  	1998/00451—
 Maryland
	  	1/21/08
	Carroll Living	  	Carroll County Times, LLC	  	2007-0112—
 Maryland
	  	7/19/07
	Carroll Seniors	  	Carroll County Times, LLC	  	2005-0156—
 Maryland
	  	12/6/05
	Central Maryland Homes	  	Carroll County Times, LLC	  	2002-0172—
 Maryland
	  	8/16/12
	Community Times	  	Carroll County Times, LLC	  	1997/00276—
 Maryland
	  	5/31/07
	Encore	  	Carroll County Times, LLC	  	2005-0125—
 Maryland
	  	9/19/05
	Focus	  	Carroll County Times, LLC	  	2005-0154—
 Maryland
	  	12/6/05
	Holiday Hope	  	Carroll County Times, LLC	  	2007-0044—
 Maryland
	  	4/3/07









							
	 TRADEMARK
	  	 Owner
	  	 Serial Number
	  	 Filing Date

	Purchasing Power	  	Carroll County Times, LLC	  	2005-0157—
 Maryland
	  	12/6/05
	The Advocate of Eldersburg & Sykesville	  	Carroll County Times, LLC	  	2005-0155—
 Maryland
	  	12/6/05
	The Advocate of Westminster & Finksburg	  	Carroll County Times, LLC	  	2004-0091—
 Maryland
	  	8/3/04
	York, Adams Homes	  	Carroll County Times, LLC	  	3048972—
 Pennsylvania
	  	1/24/02
	FLORIDA & Design	  	Orlando Sentinel Communications Company, LLC	  	T94000000563 —
 Florida
	  	5/3/1994
	HOT PROPERTIES	  	Orlando Sentinel Communications Company, LLC	  	T96000001326 —
 Florida
	  	11/18/1996
	LAKE SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	T06278 —
 Florida
	  	12/4/1986
	ORANGE SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	T06282 — Florida	  	12/4/1986
	OSCEOLA SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	T06277 — Florida	  	12/4/1986
	SEMINOLE SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	T06279 - Florida	  	12/4/1986
	VOLU-S-I-A SENTINEL	  	Orlando Sentinel Communications Company, LLC	  	T06276 - Florida	  	12/4/1986
	YOUR MONEY	  	Orlando Sentinel Communications Company, LLC	  	T97000001457 -
 Florida
	  	11/25/1997
	FORUM PUBLISHING GROUP, INC. & Design	  	Sun-Sentinel Company, LLC	  	T05000000035 -
 Florida
	  	1/10/2005
	CITY LINK	  	Sun-Sentinel Company, LLC	  	T98000000022 -
 Florida
	  	12/30/1997


  
 4-65 









							
	 TRADEMARK
	  	 Owner
	  	 Serial Number
	  	 Filing Date

	CITY LINK MUSIC FEST	  	Sun-Sentinel Company, LLC	  	T98000000245 -
 Florida
	  	2/25/1998
	KIDS CROWN AWARDS	  	Sun-Sentinel Company, LLC	  	T05000000828 -
 Florida
	  	6/29/2005
	KIDS CROWN AWARDS & Design	  	Sun-Sentinel Company, LLC	  	T05000000827 -
 Florida
	  	6/29/2005
	KIDS FUN PASS	  	Sun-Sentinel Company, LLC	  	T04000001431 -
 Florida
	  	11/15/2004
	SUNPACK	  	Sun-Sentinel Company, LLC	  	817245 - Florida	  	8/4/2003
	SUNSHINE MAGAZINE	  	Sun-Sentinel Company, LLC	  	924388 - Florida	  	4/27/1981
	THE HOME SPOT & Design	  	Sun-Sentinel Company, LLC	  	T96949 - Florida	  	8/12/1996
	THE JEFFERSONIAN	  	The Baltimore Sun Company, LLC	  	1998/00484 -
 Maryland
	  	5/18/1998
	THE VIEW	  	The Baltimore Sun Company, LLC	  	2007-0100 -
 Maryland
	  	7/5/2007
	THE VIEW	  	The Baltimore Sun Company, LLC	  	2007-0099 -
 Maryland
	  	7/5/2007
	THE VIEW	  	The Baltimore Sun Company, LLC	  	2007-0098 -
 Maryland
	  	7/5/2007


  
 4-66 








 SCHEDULE 3.02(a)(ii) TO THE 

TERM LOAN SECURITY AGREEMENT 

EXCLUSIVE IP AGREEMENT 
 None. 







 SCHEDULE 3.05(a) TO THE 

TERM LOAN SECURITY AGREEMENT 

LEGAL NAMES, ETC. 
  

							
	 Legal Name
	  	 Type of Entity
	  	 Registered

Organization

(Yes/No)
	  	 State of Formation

	Blue Lynx Media, LLC	  	LLC	  	Yes	  	Delaware
	Builder Media Solutions, LLC	  	LLC	  	Yes	  	Delaware
	California Community News, LLC	  	LLC	  	Yes	  	Delaware
	Capital-Gazette Communications, LLC	  	LLC	  	Yes	  	Maryland
	Carroll County Times, LLC	  	LLC	  	Yes	  	Maryland
	Chicago Tribune Company, LLC	  	LLC	  	Yes	  	Delaware
	Chicagoland Publishing Company, LLC	  	LLC	  	Yes	  	Delaware
	ForSaleByOwner.com Referral Services, LLC	  	LLC	  	Yes	  	Delaware
	forsalebyowner.com, LLC	  	LLC	  	Yes	  	Delaware
	Hoy Publications, LLC	  	LLC	  	Yes	  	Delaware
	Internet Foreclosure Service, LLC	  	LLC	  	Yes	  	Delaware
	Local Pro Plus Realty, LLC	  	LLC	  	Yes	  	Delaware
	Los Angeles Times Communications LLC	  	LLC	  	Yes	  	Delaware









							
	 Legal Name
	  	 Type of Entity
	  	 Registered

Organization

(Yes/No)
	  	 State of Formation

	McClatchy/Tribune Information Services, LLC	  	LLC	  	Yes	  	Delaware
	Orlando Sentinel Communications Company, LLC	  	LLC	  	Yes	  	Delaware
	Sun-Sentinel Company, LLC	  	LLC	  	Yes	  	Delaware
	TCA News Service, LLC	  	LLC	  	Yes	  	Delaware
	The Baltimore Sun Company, LLC	  	LLC	  	Yes	  	Delaware
	The Daily Press, LLC	  	LLC	  	Yes	  	Delaware
	The Hartford Courant Company, LLC	  	LLC	  	Yes	  	Delaware
	The Morning Call, LLC	  	LLC	  	Yes	  	Delaware
	Tribune 365, LLC	  	LLC	  	Yes	  	Delaware
	Tribune Content Agency, LLC (f/k/a TMS News and Features, LLC)	  	LLC	  	Yes	  	Delaware
	Tribune Content Agency London, LLC (f/k/a Tribune Media Services London, LLC)	  	LLC	  	Yes	  	Delaware
	Tribune Direct Marketing, LLC	  	LLC	  	Yes	  	Delaware
	Tribune Interactive, LLC	  	LLC	  	Yes	  	Delaware
	Tribune Publishing Company, LLC	  	LLC	  	Yes	  	Delaware
	Tribune Washington Bureau, LLC	  	LLC	  	Yes	  	Delaware


  
 4-69 








 SCHEDULE 3.05(b) AND SCHEDULE 3.05(c) TO THE 

TERM LOAN SECURITY AGREEMENT 

OTHER CORPORATE NAMES, AND PRIOR NAMES 
  

							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

	Blue Lynx Media, LLC	  	 July 1, 2010
 Name change to Blue Lynx Media,
LLC
	  	Tribune Technology, LLC	  	Delaware
	Carroll County Times, LLC	  	 May 1, 2014
 Name change to Carroll County
Times, LLC
	  	Landmark Community Newspapers of Maryland, LLC	  	Maryland
	California Community News, LLC	  	 November 21, 2012
 Merger with and into
California Community News, LLC
	  	California Community News Corporation	  	Delaware
	Chicago Tribune Company, LLC	  	 November 26, 2012
 Merger with and into Chicago
Tribune Company, LLC
	  	Chicago Tribune Company	  	Illinois
	  	 November 20, 2012
 Merger with and into Chicago
Tribune Company
	  	Chicago Avenue Construction Company	  	Illinois
	  	 November 20, 2012
 Merger with and into Chicago
Tribune Company
	  	Chicago Tribune Newspapers, Inc.	  	Illinois
	  	 November 20, 2012
 Merger with and into Chicago
Tribune Company
	  	Chicago Tribune Press Service, Inc.	  	Illinois
	  	 November 20, 2012
 Merger with and into Chicago
Tribune Company
	  	Newspaper Readers Agency, Inc.	  	Illinois









							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

	Chicagoland Publishing Company, LLC	  	 November 21, 2012
 Conversion to LLC
	  	Chicagoland Publishing Company	  	Delaware
	ForSaleByOwner.com Referral Services, LLC	  	 November 21, 2012
 Conversion to Delaware
LLC
	  	ForSaleByOwner.com Referral Services, LLC	  	Florida
	Forsalebyowner.com, LLC	  	 November 26, 2012
 Merger with and into
Forsalebyowner.com, LLC
	  	Stemweb, Inc.	  	New York
	  	 November 20, 2012
 Merger with and into Stemweb,
Inc.
	  	forsalebyowner.com corp.	  	New York
	  	 November 20, 2012
 Merger with and into Stemweb,
Inc.
	  	Homeowners Realty, Inc.	  	Utah
	Internet Foreclosure Service, LLC	  	 November 21, 2012
 Merger with and into Internet
Foreclosure Service, LLC
	  	Internet Foreclosure Service, Inc.	  	New York
	Los Angeles Times Communications LLC	  	 November 21, 2012
 Merger with and into Los
Angeles Times Communications LLC
	  	Los Angeles Times Newspapers, Inc.	  	Delaware
	  	 November 21, 2012
 Merger with and into Los
Angeles Times Communications LLC
	  	Tribune Los Angeles, Inc.	  	Delaware
	McClatchy/Tribune Information Services, LLC	  	 July 25, 2014
 Conversion to LLC
	  	N/A	  	Delaware
	  	 July 25, 2014
 Name change to McClatchy/Tribune
Information Services, LLC
	  	McClatchy/Tribune Information Services	  	Delaware


  
 4-71 









							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

		  	 July 25, 2014
 Change jurisdiction of
organization to Delaware
	  	N/A	  	District of Columbia
	Orlando Sentinel Communications Company, LLC	  	 November 26, 2012
 Conversion to LLC
	  	Orlando Sentinel Communications Company	  	Delaware
	  	 November 20, 2012
 Merger with and into Orlando
Sentinel Communications Company
	  	Neocomm, Inc.	  	Delaware
	  	 November 20, 2012
 Merger with and into Orlando
Sentinel Communications Company
	  	North Orange Avenue Properties, Inc.	  	Florida
	  	 November 20, 2012
 Merger with and into Orlando
Sentinel Communications Company
	  	Sentinel Communications News Ventures, Inc.	  	Delaware
	Sun-Sentinel Company, LLC	  	 November 21, 2012
 Conversion to LLC
	  	Sun-Sentinel Company	  	Delaware
	  	 November 20, 2012
 Merger with and into Sun-
Sentinel Company
	  	Forum Publishing Group, Inc.	  	Delaware
	  	 November 20, 2012
 Merger with and into Sun-
Sentinel Company
	  	Gold Coast Publications, Inc.	  	Delaware
	The Baltimore Sun Company, LLC	  	 November 20, 2012
 Merger with and into The
Baltimore Sun Company, LLC
	  	The Baltimore Sun Company	  	Maryland


  
 4-72 









							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

		  	 November 26, 2012
 Merger with and into The
Baltimore Sun Company, LLC
	  	Signs of Distinction, Inc.	  	Maryland
		  	 November 26, 2012
 Merger with and into The
Baltimore Sun Company, LLC
	  	Homestead Publishing Co.	  	Maryland
		  	 November 26, 2012
 Merger with and into The
Baltimore Sun Company, LLC
	  	Patuxent Publishing Company	  	Maryland
		  	 November 26, 2012
 Merger with and into The
Baltimore Sun Company, LLC
	  	Baltimore Newspaper Networks, Inc.	  	Maryland
	The Daily Press, LLC	  	 November 21, 2012
 Conversion to LLC
	  	The Daily Press, Inc.	  	Delaware
	  	 November 20, 2012
 Merger with and into The
Daily Press, Inc.
	  	Virginia Community Shoppers, LLC	  	Delaware
	  	 November 20, 2012
 Merger with and into The
Daily Press, Inc.
	  	Virginia Gazette Companies, LLC	  	Delaware
	The Hartford Courant Company, LLC	  	 November 28, 2012
 Merger with and into The
Hartford Courant Company, LLC
	  	The Hartford Courant Company	  	Connecticut
	  	 November 20, 2012
 Merger with and into The
Hartford Courant Company
	  	Courant Specialty Products, Inc.	  	Connecticut
	  	 November 20, 2012
 Merger with and into The
Hartford Courant Company
	  	New Mass. Media, Inc.	  	Massachusetts


  
 4-73 









							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

		  	 November 20, 2012
 Merger with and into The
Hartford Courant Company
	  	Heart & Crown Advertising, Inc.	  	Connecticut
		  	 November 20, 2012
 Merger with and into The
Hartford Courant Company
	  	TMLH 2, Inc.	  	California
		  	 November 20, 2012
 Merger with and into The
Hartford Courant Company, LLC
	  	ValuMail, Inc.	  	Connecticut
	The Morning Call, LLC	  	 November 20, 2012
 Merger with and into The
Morning Call, LLC
	  	The Morning Call, Inc.	  	Pennsylvania
	  	 November 20, 2012
 Merger with and into The
Morning Call, Inc.
	  	Direct Mail Associates, Inc.	  	Pennsylvania
	Tribune Content Agency, LLC (f/k/a TMS News and Features, LLC)	  	 November 21, 2012
 Intercompany conveyance of
assets and liabilities of the syndication and licensing businesses from Licensing Tribune Media Services, Inc.
	  	TMS News and Features, LLC	  	Delaware
	Tribune Content Agency London, LLC	  	 April 10, 2014
 Name change to Tribune Content
Agency London, LLC
	  	Tribune Media Services London, LLC	  	Delaware
	  	 November 26, 2012
 Merger with and into Tribune
Media Services London, LLC
	  	Los Angeles Times International, Ltd.	  	California


  
 4-74 









							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

		  	 November 20, 2012
 Merger with and into Los
Angeles Times International, Ltd.
	  	Newscom Services, Inc.	  	Delaware
	Tribune 365, LLC	  	 November 21, 2012
 Conversion to LLC named
Tribune 365, LLC
	  	Tribune Media Net, Inc.	  	Delaware
	  	 November 20, 2012
 Merger with and into Tribune
Media Net, Inc.
	  	InsertCo, Inc.	  	New York
	Tribune Direct Marketing, LLC	  	 November 21, 2012
 Conversion to LLC
	  	Tribune Direct Marketing, Inc.	  	Delaware
	Tribune Interactive, LLC	  	 November 21, 2012
 Merger with and into Tribune
Interactive, LLC
	  	Tribune Interactive, Inc.	  	Delaware
	Tribune Publishing Company, LLC	  	 November 21, 2012
 Merger with and into Tribune
Publishing Company, LLC
	  	Eagle New Media Investments, LLC	  	Delaware
	  	 November 26, 2012
 Merger with and into Tribune
Publishing Company
	  	Southern Connecticut Newspapers, Inc.	  	Connecticut
	  	 November 20, 2012
 Merger with and into Southern
Connecticut Newspapers, Inc.
	  	TMLS I, Inc.	  	California
	  	 November 21, 2012
 Merger with and into Tribune
Publishing Company, LLC
	  	Tribune License, Inc.	  	Delaware
	  	 November 20, 2012
 Merger with and into Eagle
New Media Investments, LLC
	  	Tribune NM, Inc.	  	Delaware


  
 4-75 









							
	 Company’s Current

Legal Name
	  	 Date and

Nature of

Transaction
	  	 Other and Prior

Name(s)
	  	 State (or other

Jurisdiction) of

Formation

		  	 November 20, 2012
 Conversion to LLC
	  	Tribune Publishing Company	  	Delaware
	Tribune Washington Bureau, LLC	  	 November 21, 2012
 Conversion to LLC
	  	Tribune Washington Bureau Inc.	  	Delaware
	  	 December 17, 2008
 Name Change to Tribune
Washington Bureau Inc.
	  	Tribune Broadcasting News Network, Inc.	  	Delaware


  
 4-76 








 SCHEDULE 3.06(a) TO THE 

TERM LOAN SECURITY AGREEMENT 

CHIEF EXECUTIVE OFFICES 
  

			
	 Entity
	  	 Address

	Blue Lynx Media, LLC	  	2501 S. State Hwy 121, Convergence Office Center Building 8 Lewisville, TX 75067
	Builder Media Solutions, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	California Community News, LLC	  	 5091 4th Street
 Irwindale, CA
91706

	Capital-Gazette Communications, LLC	  	 501 N. Calvert Street
 Baltimore, MD
21278

	Carroll County Times, LLC	  	 501 N. Calvert Street
 Baltimore, MD
21278

	Chicago Tribune Company, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Chicagoland Publishing Company, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	ForSaleByOwner.com Referral Services, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	forsalebyowner.com, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Hoy Publications, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Internet Foreclosure Service, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Local Pro Plus Realty, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Los Angeles Times Communications LLC	  	 202 West First Street
 Los Angeles, CA
90012

	McClatchy/ Tribune Information Services, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Orlando Sentinel Communications Company, LLC	  	 633 North Orange Avenue
 Orlando, FL
32801-1349

	Sun-Sentinel Company, LLC	  	 500 East Broward Blvd.
 Fort Lauderdale, FL
33394

	TCA News Service, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	The Baltimore Sun Company, LLC	  	 501 North Calvert Street
 Baltimore, MD
21278










			
	 Entity
	  	 Address

	The Daily Press, LLC	  	 7505 Warwick Boulevard
 Newport News, VA
23607

	The Hartford Courant Company, LLC	  	 285 Broad Street
 Hartford, CT
06115

	The Morning Call, LLC	  	101 North Sixth Street Allentown, PA 18101
	Tribune 365, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Tribune Content Agency London, LLC (f/k/a Tribune Media Services London, LLC)	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Tribune Content Agency, LLC (f/k/a TMS News and Features, LLC)	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Tribune Direct Marketing, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Tribune Interactive, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Tribune Publishing Company, LLC	  	 435 North Michigan Avenue
 Chicago, IL
60611

	Tribune Washington Bureau, LLC	  	 1090 Vermont Ave. NW, 10th Floor
 Washington, DC
20005



  
 4-78 








 SCHEDULE 3.07 TO THE 

TERM LOAN SECURITY AGREEMENT 

LETTER-OF-CREDIT RIGHTS 
 None. 







 SCHEDULE 3.08 TO THE 

TERM LOAN SECURITY AGREEMENT 

CHATTEL PAPER 
 None. 

  
 4-80 








 EXHIBIT 1 TO THE 

TERM LOAN SECURITY AGREEMENT 

SUPPLEMENT NO. [    ], dated as of [            ] (this
“Supplement”), to the Term Loan Security Agreement, dated as of August 4, 2014 (as the same may be amended, supplemented, waived or otherwise modified from time to time, the “Security Agreement”), among
TRIBUNE PUBLISHING COMPANY, a Delaware corporation (as further defined in the Security Agreement, the “Borrower”), each of the subsidiaries of the Borrower party thereto from time to time (each such subsidiary,
individually, a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; and, together with the Borrower, collectively, the “Grantors”), and JPMORGAN CHASE BANK, N.A., as collateral agent
for the Term Loan Secured Parties (in such capacity, together with its successors in such capacity, the “Collateral Agent”). 

A. Capitalized terms used herein and not otherwise defined herein (including terms used in the preamble and the recitals) shall have the
meanings assigned to such terms in the Security Agreement. 
 B. The rules of construction and other interpretive provisions specified in
Sections 1.02, 1.05, 1.06 and 1.07 of the Term Loan Credit Agreement shall apply to this Supplement, including terms defined in the preamble and recitals hereto. 

C. Section 7.13 of the Security Agreement provides that each Restricted Subsidiary of the Borrower that is required to become a party to
the Security Agreement pursuant to Section 6.12 of the Term Loan Credit Agreement shall become a Grantor, with the same force and effect as if originally named as a Grantor therein, for all purposes of the Security Agreement upon execution and
delivery by such Subsidiary of an instrument in the form of this Supplement. Each undersigned Subsidiary (each, a “New Grantor”) is executing this Supplement in accordance with the requirements of the Security Agreement to become a
Subsidiary Grantor under the Security Agreement as consideration for the Guaranteed Obligations. 
 Accordingly, the Collateral Agent and
the New Grantors agree as follows: 
 SECTION 1. In accordance with Section 7.13 of the Security Agreement, each New Grantor by its
signature below becomes a Grantor under the Security Agreement with the same force and effect as if originally named therein as a Grantor and each New Grantor hereby (a) agrees to all the terms and provisions of the Security Agreement
applicable to it as a Grantor thereunder and (b) represents and warrants that the representations and warranties made by it as a Grantor thereunder are true and correct in all material respects on and as of the date hereof (except where
such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall have been true and correct as of such earlier date). In furtherance of the


  
 4-1 








 
foregoing, each New Grantor, as security for the payment and performance in full of the Guaranteed Obligations, does hereby pledge and grant to the Collateral Agent, for the benefit of the Term
Loan Secured Parties, a security interest in all of the Collateral of such New Grantor, in each case whether now or hereafter existing or in which now has or hereafter acquires an interest. Each reference to a “Grantor” in the Security
Agreement shall be deemed to include each New Grantor. The Security Agreement is hereby incorporated herein by reference. Notwithstanding anything to the contrary contained in this Agreement or any provision of the Term Loan Credit Agreement or any
other Loan Document, the Guaranteed Obligations of any Grantor shall not extend to or include any Excluded Swap Obligation (as defined in the Guaranty). 

SECTION 2. Each New Grantor represents and warrants to the Collateral Agent and the other Term Loan Secured Parties that this Supplement has
been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization
and other similar laws affecting creditors’ rights generally and subject to general principles of equity (whether considered in a proceeding in equity or law). 

SECTION 3. This Supplement may be executed in one or more counterparts (and by different parties hereto in different counterparts), each of
which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier or other electronic transmission of an executed counterpart of a signature page to this Supplement shall be effective
as delivery of an original executed counterpart of this Supplement. The Collateral Agent may also require that any such documents and signatures delivered by telecopier or other electronic transmission be confirmed by a manually-signed original
thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any document or signature delivered by telecopier or other electronic transmission. 

SECTION 4. Such New Grantor hereby represents and warrants that (a) set forth on Schedule A attached hereto is (i) the
legal name of such New Grantor, (ii) the jurisdiction of incorporation or organization and chief executive officer of such New Grantor and (iii) the identity or type of organization or corporate structure of such New Grantor
and (b) as of the date hereof (i) Schedule B hereto sets forth all of the Registered Intellectual Property owned by such New Grantor in its name, and indicates for each such item, as applicable, the title, application and/or
registration number, date of filing and/or issuance, and the identity of the current applicant or registered owner, and (ii) Schedule C hereto sets forth all Exclusive IP Agreements that such New Grantor is a party to, and indicates for each
such IP Agreement, the title of such IP Agreement, the date of such IP Agreement, the parties to such IP Agreement, and the title, registration number, date of filing and the identity of the registered owner of each registered United States
Copyright exclusively licensed to any Grantor pursuant to such IP Agreement. 

  
 4-2 








 SECTION 5. Except as expressly supplemented hereby, the Security Agreement shall remain in full
force and effect. 
 SECTION 6. THIS SUPPLEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK,
WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICTS OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES ARE NOT MANDATORILY APPLICABLE BY STATUTE AND WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION. 

SECTION 7. Any provision of this Supplement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be
ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof and in the Security Agreement, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction. 
 SECTION 8. All notices, requests and demands pursuant hereto shall be made in
accordance with Section 7.02 of the Security Agreement. All communications and notices hereunder to each New Grantor shall be given to it in care of the Borrower at the Borrower’s address set forth in Section 10.02 of the Term Loan
Credit Agreement. 
 SECTION 9. Each New Grantor agrees to reimburse the Collateral Agent for its reasonable and documented or invoiced
out-of-pocket expenses in connection with this Supplement, including the reasonable and documented fees, other charges and disbursements of counsel for the Collateral Agent to the extent required to be reimbursed pursuant to Section 10.04 of
the Term Loan Credit Agreement. 

  
 4-3 








 IN WITNESS WHEREOF, each New Grantor and the Collateral Agent have duly executed this Supplement
to the Security Agreement as of the day and year first above written. 
  

			
	[NEW GRANTOR(S)]
		
	By:	 	  

		 	Name:
		 	Title:
	
	JPMORGAN CHASE BANK, N.A., as Collateral Agent,
		
	By:	 	  

		 	Name:
		 	Title:



  
 4-4 








 SCHEDULE A 

TO SUPPLEMENT NO.      TO THE 

TERM LOAN SECURITY AGREEMENT 

CORPORATE INFORMATION 
  

					
	 Legal Name
	  	 Jurisdiction of

Incorporation or

Organization
	  	 Type of Organization

or Corporate Structure

		  		  	
		  		  	


  
 4-5 








 SCHEDULE B 

TO SUPPLEMENT NO.      TO THE 

TERM LOAN SECURITY AGREEMENT 

REGISTERED INTELLECTUAL PROPERTY 
  

	A.	COPYRIGHTS  

  

							
	 Title
	  	 Current Owner
	  	 Registration Date
	  	 Copyright

Registration No.

		  		  		  	
		  		  		  	

  

	B.	PATENTS AND PATENT APPLICATIONS 

  

											
	 Title
	  	 Current Owner
	  	 Application No.
	  	 Filing Date
	  	 Patent No.
	  	 Issue Date

		  		  		  		  		  	
		  		  		  		  		  	

  

	C.	TRADEMARKS AND TRADEMARK APPLICATIONS 

  

											
	 Mark
	  	 Current Owner
	  	 Application No.
	  	 Application Date
	  	 Registration Number
	  	 Registration

Date

		  		  		  		  		  	
		  		  		  		  		  	


  
 4-6 








 SCHEDULE C 

TO SUPPLEMENT NO.      TO THE 

TERM LOAN SECURITY AGREEMENT 

Exclusive IP Agreements 

[Name, Parties and Date of Agreement] 

Registered Copyrights exclusively licensed pursuant to such agreement: 

 

							
	 Title
	  	 Registered Owner
	  	 Reg. No.
	  	 Reg. Date

		  		  		  	
		  		  		  	


  
 4-7 








 EXHIBIT 2-A TO THE 

TERM LOAN SECURITY AGREEMENT 

GRANT OF SECURITY INTEREST IN COPYRIGHTS 

GRANT OF SECURITY INTEREST IN COPYRIGHTS (the “Agreement”), dated as of
                    , made by [Grantor], a [—] corporation (the
“Grantor”), in favor of JPMORGAN CHASE BANK, N.A., as Collateral Agent (the “Agent”) for the Lenders that are parties to the Term Loan Credit Agreement, dated as of
[—], among Tribune Publishing Company (the “Borrower”), the Lenders and the Agent (as amended, supplemented, waived or otherwise modified from time to time, the “Term Loan
Credit Agreement”). 
 WHEREAS, pursuant to the Term Loan Credit Agreement, the Lenders have severally agreed, among other things,
to make a single loan to the Borrower subject to the terms and conditions set forth therein; and 
 WHEREAS, in connection with the Term
Loan Credit Agreement, the Grantor, the Borrower and the other parties thereto have executed and delivered a Security Agreement, dated as of August 4, 2014, in favor of the Agent (together with all amendments, supplements, waivers and other
modifications, if any, from time to time thereafter made thereto, the “Security Agreement”); and 
 WHEREAS, pursuant to
the Security Agreement, the Grantor granted to the Agent, for the ratable benefit of the Term Loan Secured Parties, a security interest in all of its Intellectual Property, including the Copyrights; and 

WHEREAS, the Grantor has duly authorized the execution, delivery and performance of this Agreement; 

NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the Grantor agrees as follows: 

1. Definitions. Unless otherwise defined herein or the context otherwise requires, terms used in this Agreement, including its preamble
and recitals, have the meanings provided or provided by reference in the Term Loan Credit Agreement and the Security Agreement. 

  
 4-1 








 2. Grant of Security Interest. The Grantor hereby grants to the Agent, for the benefit of
the Term Loan Secured Parties, a security interest in and continuing lien on all of such Grantor’s right, title and interest in (subject only to Liens permitted under the Term Loan Credit Agreement) and to: 

2.01 all Copyrights now owned or anytime hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may
acquire any right, title and interest, including without limitation those Copyrights set forth on Schedule I hereto; 
 2.02 all Exclusive
IP Agreements that such Grantor is now or anytime hereafter becomes a party to, including all right, title and interest that such Grantor may have in any Copyrights licensed to such Grantor pursuant thereto, including without limitation those
Exclusive IP Agreements and those Copyrights set forth on Schedule II hereto; and 
 2.03 to the extent not otherwise included, all Proceeds
and products of any and all of the foregoing and all collateral security and guarantees given by any Person with respect to the foregoing as collateral security for the prompt and complete payment and performance when due (whether as stated
maturity, by acceleration or otherwise) of the Guaranteed Obligations; provided, however, that no security interest is granted in any Excluded Property. 

3. Purpose. This Agreement has been executed and delivered by the Grantor for the purpose of recording the grant of security interest
with the United States Copyright Office. This Agreement is expressly subject to the terms and conditions of the Security Agreement. The Security Agreement (and all rights and remedies of the Lenders thereunder) shall remain in full force and effect
in accordance with its terms. 
 4. Acknowledgment. The Grantor does hereby further acknowledge and affirm that the rights and
remedies of the Lenders with respect to the security interest in the Copyrights are more fully set forth in the Term Loan Credit Agreement and the Security Agreement, the terms and provisions of which (including the remedies provided for therein)
are incorporated by reference herein as if fully set forth herein. 
 5. Counterparts. This Agreement may be executed in one or more
counterparts (and by different parties hereto in different counterparts), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier or other electronic transmission of
an executed counterpart of a signature page to this Agreement shall be effective as delivery of an 

  
 4-2 








 
original executed counterpart of this Agreement. The Agent may also require that any such documents and signatures delivered by telecopier or other electronic transmission be confirmed by a
manually-signed original thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any document or signature delivered by telecopier or other electronic transmission. 

*    *    * 

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.] 

  
 4-3 








 IN WITNESS WHEREOF, the Grantor and the Agent have caused this Agreement to be duly executed and
delivered by their respective officers thereunto duly authorized as of the day and year first above written. 
  

			
	[GRANTOR]
		
	By:	 	  

		 	Name:
		 	Title:
	
	JPMORGAN CHASE BANK, N.A., as Agent
		
	By:	 	  

		 	Name:
		 	Title:



  
 4-4 








 SCHEDULE I 

Copyright Registrations 
  

					
	 Title
	  	 Reg. No.
	  	 Reg. Date

		  		  	
		  		  	


  
 4-1 








 SCHEDULE II 

Exclusive IP Agreements 

[Name, Parties and Date of Agreement] 

Registered Copyrights exclusively licensed pursuant to such agreement: 

 

							
	 Title
	  	 Registered Owner
	  	 Reg. No.
	  	 Reg. Date

		  		  		  	
		  		  		  	

 [duplicate as necessary for additional agreements] 

  
 4-2 








 EXHIBIT 2-B TO THE 

TERM LOAN SECURITY AGREEMENT 

NOTICE AND CONFIRMATION OF GRANT OF 

SECURITY INTEREST IN PATENTS 

NOTICE AND CONFIRMATION OF GRANT OF SECURITY INTEREST IN PATENTS (the “Agreement”), dated as of
                    , 2013, made by [Grantor], a [—] corporation (the
“Grantor in favor of JPMORGAN CHASE BANK, N.A., as Collateral Agent (the “Agent”) for the Lenders that are parties to the Term Loan Credit Agreement, dated as of August 4, 2014, among Tribune Publishing Company (the
“Borrower”), the Lenders and the Agent (as amended, supplemented, waived or otherwise modified from time to time, the “Term Loan Credit Agreement”). 

WHEREAS, pursuant to the Term Loan Credit Agreement, the Lenders have severally agreed, among other things, to make a single loan to the
Borrower subject to the terms and conditions set forth therein; and 
 WHEREAS, in connection with the Term Loan Credit Agreement, the
Grantor, the Borrower and the other parties thereto have executed and delivered a Security Agreement, dated as of JPMORGAN CHASE BANK, N.A., in favor of the Agent (together with all amendments, supplements, waivers and other modifications, if any,
from time to time thereafter made thereto, the “Security Agreement”); and 
 WHEREAS, pursuant to the Security Agreement,
the Grantor granted to the Agent, for the ratable benefit of the Term Loan Secured Parties, a security interest in all of its Intellectual Property, including the Patents; and 

WHEREAS, the Grantor has duly authorized the execution, delivery and performance of this Agreement; 

NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the Grantor agrees as follows: 

1. Definitions. Unless otherwise defined herein or the context otherwise requires, terms used in this Agreement, including its preamble
and recitals, have the meanings provided or provided by reference in the Term Loan Credit Agreement and the Security Agreement. 
 2.
Confirmation of Grant of Security Interest. The Grantor hereby confirms that it granted to the Agent, for the benefit of the Term Loan Secured Parties, a security interest in and continuing lien on all of such Grantor’s right, title and
interest in (subject only to Liens permitted under the Term Loan Credit Agreement) and to all Patents now 

  
 4-1 








 
owned or anytime hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title and interest, including without limitation those
Patents set forth on Schedule I hereto, and, to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and all collateral security and guarantees given by any Person with respect to the foregoing as collateral
security for the prompt and complete payment and performance when due (whether as stated maturity, by acceleration or otherwise) of the Guaranteed Obligations; provided, however, that no security interest is granted in any Excluded
Property. 
 3. Purpose. This Agreement has been executed and delivered by the Grantor for the purpose of recording the grant of
security interest with the United States Patent and Trademark Office. This Agreement is expressly subject to the terms and conditions of the Security Agreement. The Security Agreement (and all rights and remedies of the Lenders thereunder) shall
remain in full force and effect in accordance with its terms. 
 4. Acknowledgment. The Grantor does hereby further acknowledge and
affirm that the rights and remedies of the Lenders with respect to the security interest in the Patents are more fully set forth in the Term Loan Credit Agreement and the Security Agreement, the terms and provisions of which (including the remedies
provided for therein) are incorporated by reference herein as if fully set forth herein. 
 5. Counterparts. This Agreement may be
executed in one or more counterparts (and by different parties hereto in different counterparts), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier or other
electronic transmission of an executed counterpart of a signature page to this Agreement shall be effective as delivery of an original executed counterpart of this Agreement. The Agent may also require that any such documents and signatures
delivered by telecopier or other electronic transmission be confirmed by a manually-signed original thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any document or signature delivered by
telecopier or other electronic transmission. 
 *    *    * 

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 4-2 








 IN WITNESS WHEREOF, the Grantor and the Agent have caused this Agreement to be duly executed and
delivered by their respective officers thereunto duly authorized as of the day and year first above written. 
  

			
	[GRANTOR]
		
	By:	 	  

		 	Name:
		 	Title:
	
	JPMORGAN CHASE BANK, N.A., as Agent
		
	By:	 	  

		 	Name:
		 	Title:



  
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 SCHEDULE I 

Patents 
  

									
	 TITLE
	  	 App. No.
	  	 Filing Date
	  	 Patent No.
	  	 Issue Date

		  		  		  		  	
		  		  		  		  	

 Patent Applications 
  

					
	 TITLE
	  	 App. No.
	  	 Filing Date

		  		  	
		  		  	


  
 4-1 








 EXHIBIT 2-C TO THE 

TERM LOAN SECURITY AGREEMENT 

NOTICE AND CONFIRMATION OF GRANT OF 

SECURITY INTEREST IN TRADEMARKS 

NOTICE AND CONFIRMATION OF GRANT OF SECURITY INTEREST IN TRADEMARKS (the “Agreement”), dated as of
                    , 2013, made by [Grantor], a [—] corporation (the
“Grantor”), in favor of JPMORGAN CHASE BANK, N.A., as Collateral Agent (the “Agent”) for the Lenders that are parties to the Term Loan Credit Agreement, dated as of
[—], among Tribune Publishing Company (the “Borrower”), the Lenders and the Agent (as amended, supplemented, waived or otherwise modified from time to time, the “Term Loan
Credit Agreement”). 
 WHEREAS, pursuant to the Term Loan Credit Agreement, the Lenders have severally agreed, among other things,
to make a single loan to the Borrower subject to the terms and conditions set forth therein; and 
 WHEREAS, in connection with the Term
Loan Credit Agreement, the Grantor, the Borrower and the other parties thereto have executed and delivered a Security Agreement, dated as of JPMORGAN CHASE BANK, N.A., in favor of the Agent (together with all amendments, supplements, waivers and
other modifications, if any, from time to time thereafter made thereto, the “Security Agreement”); and 
 WHEREAS, pursuant
to the Security Agreement, the Grantor granted to the Agent, for the ratable benefit of the Term Loan Secured Parties, a security interest in all of its Intellectual Property, including the Trademarks; and 

WHEREAS, the Grantor has duly authorized the execution, delivery and performance of this Agreement; 

NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the Grantor agrees as follows: 

1. Definitions. Unless otherwise defined herein or the context otherwise requires, terms used in this Agreement, including its preamble
and recitals, have the meanings provided or provided by reference in the Term Loan Credit Agreement and the Security Agreement. 
 2.
Confirmation of Grant of Security Interest. The Grantor hereby confirms that it granted to the Agent, for the benefit of the Term Loan Secured Parties, a security interest in and continuing lien on all of such Grantor’s right, title and
interest in (subject only to Liens permitted under the Term Loan Credit Agreement) and to all Trademarks 







 
now owned or anytime hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title and interest, including without limitation those
Trademarks set forth on Schedule I hereto and, to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and all collateral security and guarantees given by any Person with respect to the foregoing as collateral
security for the prompt and complete payment and performance when due (whether as stated maturity, by acceleration or otherwise) of the Guaranteed Obligations; provided, however, that no security interest is granted in any Excluded
Property. 
 3. Purpose. This Agreement has been executed and delivered by the Grantor for the purpose of recording the grant of
security interest with the United States Patent and Trademark Office. This Agreement is expressly subject to the terms and conditions of the Security Agreement. The Security Agreement (and all rights and remedies of the Lenders thereunder) shall
remain in full force and effect in accordance with its terms. 
 4. Acknowledgment. The Grantor does hereby further acknowledge and
affirm that the rights and remedies of the Lenders with respect to the security interest in the Trademarks are more fully set forth in the Term Loan Credit Agreement and the Security Agreement, the terms and provisions of which (including the
remedies provided for therein) are incorporated by reference herein as if fully set forth herein. 
 5. Counterparts. This Agreement
may be executed in one or more counterparts (and by different parties hereto in different counterparts), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier or
other electronic transmission of an executed counterpart of a signature page to this Agreement shall be effective as delivery of an original executed counterpart of this Agreement. The Collateral Agent may also require that any such documents and
signatures delivered by telecopier or other electronic transmission be confirmed by a manually-signed original thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any document or signature
delivered by telecopier or other electronic transmission. 
 *    *    * 

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 4-2 








 IN WITNESS WHEREOF, the Grantor and the Agent have caused this Agreement to be duly executed and
delivered by their respective officers thereunto duly authorized as of the day and year first above written. 
  

			
	[GRANTOR]
		
	By:	 	  

		 	Name:
		 	Title:
	
	JPMORGAN CHASE BANK, N.A., as Agent
		
	By:	 	  

		 	Name:
		 	Title:



  
 4-3 








 SCHEDULE I 

Trademark Registrations 
  

									
	 TRADEMARK
	  	 App. No.
	  	 Filing Date
	  	 Reg. No.
	  	 Reg. Date

		  		  		  		  	
		  		  		  		  	

 Trademark Applications 
  

					
	 TRADEMARK
	  	 App. No.
	  	 Filing Date