0001047469-04-014268 Sample Contracts

REGISTRATION RIGHTS AGREEMENT Dated as of January 16, 2004 PRIMUS TELECOMMUNICATIONS HOLDING, INC. PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED and LEHMAN BROTHERS INC. MORGAN STANLEY & CO. INCORPORATED JEFFERIES & COMPANY, INC.
Registration Rights Agreement • April 29th, 2004 • Primus Telecommunications Group Inc • Telephone communications (no radiotelephone) • New York

This Registration Rights Agreement (this "Agreement") is made and entered into as of January 16, 2004 among Primus Telecommunications Holding, Inc., a Delaware corporation (the "Company"), Primus Telecommunications Group, Incorporated, a Delaware corporation (the "Guarantor") and Lehman Brothers Inc., for itself and as Representative of the other Initial Purchasers named in Schedule I to the Purchase Agreement (defined below) (collectively with the Representative, the "Initial Purchasers").

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Primus Telecommunications Group Inc • April 29th, 2004 • Telephone communications (no radiotelephone) • New York

INDENTURE, dated as of January 16, 2004, between PRIMUS TELECOMMUNICATIONS HOLDING, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Issuer"), PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED, a corporation duly organized and existing under the laws of the State of Delaware (herein called "Parent"), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, duly organized and existing under the laws of the United States, as Trustee (the "Trustee").

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