ARTICLE IVoting Agreement • June 30th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design • Delaware
1 Exhibit 10.12 LOAN AND SECURITY AGREEMENT ABOVENET COMMUNICATIONS INC.Loan and Security Agreement • September 10th, 1998 • Abovenet Communications Inc
1- 2 percentage (adjusted by the Representatives to eliminate fractions) of the total number of Option Shares to be purchased by the Underwriters as such Underwriter is purchasing of the Firm Shares. Such option may be exercised only to cover...Underwriting Agreement • December 7th, 1998 • Abovenet Communications Inc • Services-computer integrated systems design • New York
EXHIBIT 2.2 AMENDMENT ONE TO ASSET PURCHASE AGREEMENT Pursuant to Item 601(b)(2) of Regulation S-K, the exhibits and schedules to this Amendment One to Asset Purchase Agreement have been omitted. Such exhibits and schedules will be submitted to the...Asset Purchase Agreement • July 6th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design
LEASELease • December 7th, 1998 • Abovenet Communications Inc • Services-computer integrated systems design • California
1 EXHIBIT 10.36 SHAREHOLDERS AGREEMENT entered into by and between Raiffeisen Rechenzentrum Ges.m.b.H having its registered offices at 1020 Vienna, Hollandstrasse 11-13 (hereinafter referred to as "RRZ") and AboveNet Communications, Inc. having its...Shareholders Agreement • April 7th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design
RECITALSLease Agreement • September 10th, 1998 • Abovenet Communications Inc
WARRANT TO PURCHASE COMMON STOCK OF ABOVENET COMMUNICATIONS INC.Abovenet Communications Inc • September 10th, 1998 • California
1 EXHIBIT 2.1Asset Purchase Agreement • July 6th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design • California
I. THE LEASEMaster Agreement • November 6th, 1998 • Abovenet Communications Inc • Services-computer integrated systems design • California
-------------------------------- COMMON STOCK COMMON STOCK SHARES SHARES ABOV THIS CERTIFICATE IS TRANSFERABLE SEE REVERSE FOR IN BOSTON, MA OR NEW YORK, NY CERTAIN DEFINITIONS -------------------------------- -------------------------------- THIS...Abovenet Communications Inc • November 16th, 1998 • Services-computer integrated systems design
INDEFEASIBLE RIGHT OF USE AGREEMENT IN INLAND CAPACITY (United States)Agreement • February 11th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design
COMMON STOCKUnderwriting Agreement • April 27th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design • New York
1 EXHIBIT 10.9 STOCK OPTION AGREEMENT AGREEMENT dated as of November 10, 1997 by and between AboveNet Communications, Inc., a California corporation, with principal offices located at 50 West San Fernando Street, Suite #1010, San Jose, California...Stock Option Agreement • September 10th, 1998 • Abovenet Communications Inc • California
OFFICE LEASEOffice Lease • September 10th, 1998 • Abovenet Communications Inc • California
VOTING AGREEMENTVoting Agreement • June 30th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design • Delaware
1 Exhibit 99.2 WRITTEN COMPENSATION AGREEMENT WITH WARREN J. KAPLAN Employment Agreement EMPLOYMENT AGREEMENT, dated as of November 10, 1997, between AboveNet Communications, Inc., a corporation organized under the laws of the State of California...Employment Agreement • December 21st, 1998 • Abovenet Communications Inc • Services-computer integrated systems design • California
1 EXHIBIT 4.5 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER...Intercreditor Agreement • September 10th, 1998 • Abovenet Communications Inc • California
EXHIBIT 10.29 LOAN MODIFICATION AGREEMENT This Loan Modification Agreement is entered into as of October 26, 1998, by and between Abovenet Communications, Inc. ("Borrower") and Silicon Valley Bank ("Bank"). 1. DESCRIPTION OF EXISTING INDEBTEDNESS:...Loan Modification Agreement • November 16th, 1998 • Abovenet Communications Inc • Services-computer integrated systems design
AGREEMENT AND PLAN OF MERGER OF ABOVENET COMMUNICATIONS INC., A DELAWARE CORPORATION AND ABOVENET COMMUNICATIONS INC., A CALIFORNIA CORPORATIONAgreement and Plan of Merger • September 10th, 1998 • Abovenet Communications Inc
18th Floor SECOND AMENDMENT TO LEASELease • September 10th, 1998 • Abovenet Communications Inc
1 EXHIBIT 4.3 ABOVENET COMMUNICATIONS INC. AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT SEPTEMBER 4, 1998 TABLE OF CONTENTSInvestors' Rights Agreement • September 10th, 1998 • Abovenet Communications Inc • California
INDEFEASIBLE RIGHT OF USE AGREEMENT IN INLAND CAPACITY (United Kingdom)Agreement • February 11th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design
DEFINITIONSAgreement of Lease • April 7th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design • New York
1 EXHIBIT 10.21 CONSENT OF LANDLORD Pursuant to a Lease Agreement dated for reference purposes as of May 15, 1996, as amended by First Amendment to Lease dated as of December 12, 1996 and the Second Amendment to Lease dated as of February 13, 1998...Sublease • September 10th, 1998 • Abovenet Communications Inc
1 Exhibit 99.1 WRITTEN COMPENSATION AGREEMENT WITH SHERMAN TUAN THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE...Incentive Stock Option Agreement • December 21st, 1998 • Abovenet Communications Inc • Services-computer integrated systems design
1 EXHIBIT 10.28 [LETTERHEAD FOR TRANSAMERICA BUSINESS CREDIT] Kevin M. Hourigan Controller AboveNet Communications, Inc. 50 W. San Fernando Street #1010 San Jose, CA 95113 Dear Kevin: Transamerica Business Credit Corporation - Technology Finance...Master Loan and Security Agreement • October 21st, 1998 • Abovenet Communications Inc • Services-computer integrated systems design
Mr. David Rand May 19, 1998 15864 Highland Drive San Jose, CA 95127-1743 Dear David: This letter sets forth the basic terms and conditions of your employment with AboveNet Communications, Inc., a California corporation ("AboveNet") effective May 1,...Technology Agreement • September 10th, 1998 • Abovenet Communications Inc • California
WITNESSETH:Capacity Purchase Agreement • February 11th, 1999 • Abovenet Communications Inc • Services-computer integrated systems design • New York
1 EXHIBIT 10.26 NETWORK ACCESS AGREEMENT [GOODNET LOGO] THIS NETWORK ACCESS AGREEMENT made and entered into as of this 11th day of June, 1996 by and between GOODNET and the undersigned customer (hereafter referred to as "CUSTOMER"). RECITALS: GOODNET...Network Access Agreement • October 5th, 1998 • Abovenet Communications Inc • Services-computer integrated systems design • Arizona
10TH FLOORAbovenet Communications Inc • September 10th, 1998
1 EXHIBIT 10.1 INDEMNIFICATION AGREEMENT THIS AGREEMENT (the "Agreement") is made and entered into as of ___________, 199__, between ABOVENET COMMUNICATIONS INC., a Delaware corporation ("the Company"), and _____________________ ("Indemnitee")....Indemnification Agreement • September 10th, 1998 • Abovenet Communications Inc • Delaware
1 EXHIBIT 10.25 DEED OF LEASE 8100 Boone Boulevard Vienna, Virginia 22182 THIS DEED OF LEASE made and entered into on this the thirtieth (30th) day of January, 1998, by and between GOSNELL PROPERTIES, INC. whose address for purposes hereof is 8130...Abovenet Communications Inc • September 10th, 1998 • Virginia
1 EXHIBIT 10.34 [LOGO GLOBAL CROSSING] March 23, 1999 Mr. Dave Rand CTO AboveNet Communications 50 W. San Fernando St. #1010 San Jose, CA 95113 USA Dear Mr. Rand: This letter confirms our understanding with respect to the sale by Global Crossing...Abovenet Communications Inc • April 7th, 1999 • Services-computer integrated systems design
AMENDMENT THREE TO GOODNET NETWORK ACCESS AGREEMENT BETWEEN WINSTAR WIRELESS, INC. AND ABOVENET COMMUNICATIONS, INC.Abovenet Communications Inc • May 14th, 1999 • Services-computer integrated systems design
