AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 4th, 2004 • Baker Francis E • Cable & other pay television services • New York
This Amended and Restated Registration Rights Agreement (the "Agreement") is made and entered into effective as of the first day of July, 2002 and reflects the amendments contained in the July 14, 2003 Amendment thereto among Andersen Group, Inc., a Delaware corporation (the "Company"), and the stockholders (the "MBC Stockholders") of ABC Moscow Broadband Communication Limited ("MBC"), a limited liability company organized under the laws of Cyprus whose names are set forth on the signature pages hereof.
VOTING AGREEMENTVoting Agreement • March 4th, 2004 • Baker Francis E • Cable & other pay television services • New York
THIS VOTING AGREEMENT (this "Agreement") is made and entered into as of February 23, 2004, by and among Moskovskaya Telecommunikatsionnaya Corporatsiya, an open joint stock company organized under the laws of the Russian Federation ("COMCOR"), Oliver Grace, Jr. ("Grace") and Francis E. Baker ("Baker")(Grace and Baker, collectively, the "Stockholders" and, individually, a "Stockholder") and Andersen Group, Inc., a Delaware corporation ("AGI")(AGI, COMCOR and the Stockholders are collectively referred to as the "Parties" and each individually, a "Party").
VOTING AGREEMENT between OLIVER GRACE, JR. and COLUMBUS NOVA INVESTMENTS VIII LTD. Dated August 26, 2004Voting Agreement • October 14th, 2004 • Baker Francis E • Cable & other pay television services • Delaware
This VOTING AGREEMENT (this "Agreement") is made and entered into as of August 26, 2004, by and between Columbus Nova Investments VIII Ltd., a Bahamas company ("CNI"), and the undersigned stockholder and/or option holder (the "Stockholder") of Moscow CableCom Corp., a Delaware corporation (the "Company"). Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to them in the Subscription Agreement (as defined below).
FORM OF IRREVOCABLE PROXY AND POWER OF ATTORNEYBaker Francis E • January 31st, 2005 • Cable & other pay television services
IRREVOCABLE PROXY AND POWER OF ATTORNEY (the "Proxy and Power of Attorney"), dated as of December , 2004, between, Columbus Nova Investments VIII Ltd., a Bahamas company ("CNI"), and the person whose name is set forth on the signature page hereof (the "Stockholder," and together with CNI, the "Parties"). Capitalized terms used herein shall have the meaning assigned to them in the Subscription Agreement (as defined below), save as otherwise provided herein or unless the context otherwise requires.
AMENDMENT NO. 1 TO SERIES B CONVERTIBLE PREFERRED STOCK SUBSCRIPTION AGREEMENTPreferred Stock Subscription Agreement • January 31st, 2005 • Baker Francis E • Cable & other pay television services • New York
This AMENDMENT NO. 1 (this "Amendment") with respect to the Series B Convertible Preferred Stock Subscription Agreement (the "Agreement") dated August 26, 2004, between Moscow CableCom Corp. (formerly known as Andersen Group Inc.), a Delaware corporation (the "Company"), and Columbus Nova Investments VIII Ltd., a Bahamas company ("CN" and together with the Company, the "Parties" and each individually a "Party"), is made and entered into by the Parties as of December 2, 2004. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement.
IRREVOCABLE PROXY AND POWER OF ATTORNEYBaker Francis E • January 31st, 2005 • Cable & other pay television services
IRREVOCABLE PROXY AND POWER OF ATTORNEY (the "Proxy and Power of Attorney"), dated as of December 1, 2004, among, Columbus Nova Investments VIII Ltd., a Bahamas company ("CNI"), and each of the persons whose names are set forth on the signature page hereof (each, a "Stockholder," and together with CNI, the "Parties"). Capitalized terms used herein shall have the meaning assigned to them in the Subscription Agreement (as defined below), save as otherwise provided herein or unless the context otherwise requires.
Joint Filing AgreementJoint Filing Agreement • March 4th, 2004 • Baker Francis E • Cable & other pay television services
The undersigned, Francis E. Baker and Oliver R. Grace, Jr., hereby agree and acknowledge that the Schedule 13D to which this agreement is attached as an exhibit is filed on behalf of each of them. The undersigned further agree that any amendments or supplements thereto also shall be filed on behalf of each of them. This agreement may be executed in one or more counterparts, each of which shall constitute one and the same agreement.
