ARTICLE 1 --------- THE CONTRACT DOCUMENTSAgreement • July 26th, 1999 • Digex Inc/De • Services-computer processing & data preparation • Florida
1 EXHIBIT 10.3 AMENDED AND RESTATED SECURITY AGREEMENT THIS AMENDED AND RESTATED SECURITY AGREEMENT (the "SECURITY AGREEMENT") is executed as of October 31, 2000, by the undersigned Debtor, whose address is One Digex Plaza, Beltsville, Maryland 20705...Security Agreement • November 14th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
RECITALS --------Assignment and Assumption Agreement • June 15th, 1999 • Digex Inc/De • Services-computer processing & data preparation
Exhibit 4.2 WARRANT AGREEMENT Dated as of January 12, 2000Warrant Agreement • January 18th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone) • Delaware
EXECUTION COPYNote Purchase Agreement • November 14th, 2001 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
LEASE AGREEMENT to be entered into between 1111 19/th/ STREET ASSOCIATES LIMITED PARTNERSHIP and INTERMEDIA COMMUNICATIONS, INC.Lease Agreement • July 26th, 1999 • Digex Inc/De • Services-computer processing & data preparation • Maryland
Exhibit 2.1 CONTRIBUTION AGREEMENTContribution Agreement • June 15th, 1999 • Digex Inc/De • Services-computer processing & data preparation • New York
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and --------- entered into as of January 12, 2000, between Digex, Incorporated, a Delaware corporation (the "Company") and Microsoft Corporation, a Washington corporation -------...Registration Rights Agreement • January 18th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone) • Delaware
01/06/99 AGREEMENT ---------Agreement • July 26th, 1999 • Digex Inc/De • Services-computer processing & data preparation • New York
EXHIBIT 1.1 DIGEX, INCORPORATED __________ Shares of Common Stock UNDERWRITING AGREEMENT July ___, 1999 BEAR, STEARNS & CO. INC. DONALDSON, LUFKIN & JENRETTE SECURITIES CORPORATION CIBC WORLD MARKETS CORP. LEGG MASON WOOD WALKER, INCORPORATED...Underwriting Agreement • July 29th, 1999 • Digex Inc/De • Services-computer processing & data preparation • New York
10,000,000 Shares of Common StockUnderwriting Agreement • February 10th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
PROMISSORY NOTE ---------------Promissory Note • April 1st, 2002 • Digex Inc/De • Telephone communications (no radiotelephone) • Maryland
AmongAgreement and Plan of Merger • September 7th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone) • Delaware
Exhibit 10.35 RETENTION BONUS AGREEMENT ------------------------- This Retention Bonus Agreement (the "Agreement") is made this ___ day of November, 2001, by and between ______________ (the "Executive"), a resident of _______ and Digex, Incorporated...Retention Bonus Agreement • April 1st, 2002 • Digex Inc/De • Telephone communications (no radiotelephone)
EXHIBIT C-2 AMENDED AND RESTATED GUARANTY (Limited)Digex Inc/De • November 14th, 2000 • Telephone communications (no radiotelephone)
BILL OF SALEDigex Inc/De • June 15th, 1999 • Services-computer processing & data preparation
BII hereby covenants and agrees to execute and deliver, or cause to be executed and delivered, and to do or make, or cause to be done or made, upon the reasonable request of Digex, any and all agreements, instruments, papers, acts or things, supplemental, confirmatory or otherwise, as may reasonably be required by Digex for the purpose of or in connection with the perfecting or completing the transfer hereunder of the Equipment and the Inventory and otherwise carrying out the purposes and intent of the Contribution Agreement.
DEED OF LEASE THIS DEED OF LEASE (this "Lease") is made as of June 29, 2000, by and ------- betweenDeed of Lease • August 14th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone)
ARTICLE 1 THE CONTRACT DOCUMENTSAgreement • July 26th, 1999 • Digex Inc/De • Services-computer processing & data preparation • Florida
AMENDMENT NO. 2 TO GENERAL AND ADMINISTRATIVE SERVICES AGREEMENTGeneral and Administrative Services Agreement • August 14th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone)
MASTER CONSULTING SERVICES AGREEMENT Confidential Page 2 06/18/99Master Consulting Services Agreement • July 26th, 1999 • Digex Inc/De • Services-computer processing & data preparation • New York
MCI, INC., as Company and the Subsidiary Guarantors party hereto SENIOR NOTES DUE 2009 INDENTURE Dated as of [ ], 2004Indenture • March 10th, 2004 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
Exhibit 99.6 Master Facilities Agreement This Master Facilities Agreement ("Agreement") by and between MCI WorldCom Network Services, Inc., a Georgia corporation with offices at 500 Clinton Center Drive, Clinton, Mississippi ("WorldCom", which term...Master Facilities Agreement • March 5th, 2001 • Digex Inc/De • Telephone communications (no radiotelephone)
TENDER AGREEMENTTender Agreement • October 27th, 2003 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
THIS Tender Agreement, dated as of October 24, 2003 (this “Agreement”), is entered into by and between WorldCom, Inc., a Georgia corporation (“MCI”), and David J. Greene & Company, LLC, a New York limited liability company (“Stockholder”), on the other hand. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the Offer (as defined below).
WITNESSETH:Lease Agreement • June 15th, 1999 • Digex Inc/De • Services-computer processing & data preparation • Maryland
MCI, INC., as Company and the Subsidiary Guarantors party hereto SENIOR NOTES DUE 2007 INDENTURE Dated as of [ ], 2004Digex Inc/De • March 10th, 2004 • Telephone communications (no radiotelephone) • New York
LICENSEDigex Inc/De • July 26th, 1999 • Services-computer processing & data preparation
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 25th, 2003 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
INTERMEDIA COMMUNICATIONS INC. ONE INTERMEDIA WAY TAMPA, FLORIDA 33647Digex Inc/De • November 14th, 2000 • Telephone communications (no radiotelephone)
STOCK PURCHASE AGREEMENT dated as of July 23, 2003 among HEWLETT-PACKARD COMPANY, HPQ HOLDINGS, LLC and WORLDCOM, INC.Stock Purchase Agreement • August 27th, 2003 • Digex Inc/De • Telephone communications (no radiotelephone) • New York
This STOCK PURCHASE AGREEMENT (“Agreement”), dated as of July 23, 2003, is made and entered into by and among WorldCom, Inc., a Georgia corporation (“MCI”), Hewlett-Packard Company, a Delaware corporation (“HPQ”), and HPQ Holdings, LLC, a Delaware limited liability company and wholly owned subsidiary of HPQ (“Holdings”, and, collectively with HPQ, the “HP Entities”).
RECITALS --------Digex Inc/De • June 15th, 1999 • Services-computer processing & data preparation
Assignor and Assignee have entered into a Contribution Agreement dated as of the date hereof (the "Contribution Agreement"), pursuant to which Assignor ---------------------- is transferring to Assignee, among other things, Assignor's right, title and interest in and to the Trademarks, as such term is defined in the Contribution Agreement.
Digex") of Series A Preferred Stock and warrants to purchase Class A Common ------- Stock (the "Transaction") to Microsoft Corporation ("Microsoft") and CPQ ----------- --------- Holdings, Inc. ("Compaq"), Intermedia Communications Inc. ("Intermedia")...Digex Inc/De • January 25th, 2000 • Telephone communications (no radiotelephone)
EXHIBIT 10.2 Asset Migration Agreement THIS ASSET MIGRATION AGREEMENT (the "Agreement"), dated as of the 1/st/ day of June, 2000, is entered into by and between Intermedia Communications, Inc., a Delaware corporation (hereinafter referred to as...Asset Migration Agreement • August 14th, 2000 • Digex Inc/De • Telephone communications (no radiotelephone) • Maryland
AND DIGEX, INC.Master Channel Agreement • March 5th, 2001 • Digex Inc/De • Telephone communications (no radiotelephone)
