REVOLVING CREDIT AGREEMENT
This REVOLVING CREDIT AGREEMENT (this "Agreement") is made as of May 14, 1997, by and among
CMG INFORMATION SERVICES, INC. (the "Borrower"), a Delaware corporation having its principal place
of business at 100 Brickston Square, First Floor, Andover, Massachusetts 01810, BANKBOSTON, N.A.
(f/k/a THE FIRST NATIONAL BANK OF BOSTON), a national banking association, and the other lending
institutions listed on Schedule 1 hereto and BANKBOSTON, N.A. as agent for itself and such other lending
Certain capitalized terms are defined below:
Accounts: All rights of the Borrower or any of its Subsidiaries to any payment of money for services rendered,
goods sold, leased or otherwise marketed in the ordinary course of business, whether evidenced by or under or
in respect of a contract or instrument, and to all proceeds in respect thereof.
Affiliate: Any Person that would be considered to be an affiliate of the Borrower under Rule 144(a) of the Rules
and Regulations of the Securities and Exchange Commission, as in effect on the date hereof, if the Borrower were
Agent: BankBoston, N.A. acting as agent for the Banks.
Agent's Head Office: The Agent's head office located at 100 Federal Street, Boston, Massachusetts 02110, or at
such other location as the Agent may designate from time to time.
Agreement: See the preamble, which term shall include this Agreement and the Schedules and Exhibits hereto, all
as amended and in effect from time to time.
Assignment and Acceptance: See (S)11.
Balance Sheet Date: July 31, 1996.
BankBoston: BankBoston, N.A., a national banking association, in its individual capacity.
Banks: BankBoston and the other lending institutions listed on Schedule 1
hereto and any other Person who becomes an assignee of any rights and obligations of a Bank pursuant to (S)11.
Base Rate: The higher of (a) the annual rate of interest announced from time to time by BankBoston